Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Sep. 30, 2016 | Oct. 28, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Prestige Brands Holdings, Inc. | |
Entity Central Index Key | 1,295,947 | |
Current Fiscal Year End Date | --03-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 52,934,148 |
Consolidated Statements of Inco
Consolidated Statements of Income and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenues | ||||
Net sales | $ 215,017 | $ 205,262 | $ 423,787 | $ 396,549 |
Other revenues | 35 | 803 | 840 | 1,648 |
Total revenues | 215,052 | 206,065 | 424,627 | 398,197 |
Cost of Sales | ||||
Cost of sales (exclusive of depreciation shown below) | 91,087 | 86,125 | 179,071 | 166,021 |
Gross profit | 123,965 | 119,940 | 245,556 | 232,176 |
Operating Expenses | ||||
Advertising and promotion | 28,592 | 27,893 | 56,227 | 54,315 |
General and administrative | 18,795 | 16,462 | 38,252 | 34,051 |
Depreciation and amortization | 6,016 | 5,687 | 12,848 | 11,407 |
(Gain) loss on sales of assets | (496) | 0 | 54,957 | 0 |
Total operating expenses | 52,907 | 50,042 | 162,284 | 99,773 |
Operating income | 71,058 | 69,898 | 83,272 | 132,403 |
Other (income) expense | ||||
Interest income | (46) | (33) | (103) | (60) |
Interest expense | 20,876 | 20,700 | 42,060 | 42,611 |
Loss on extinguishment of debt | 0 | 0 | 0 | 451 |
Total other expense | 20,830 | 20,667 | 41,957 | 43,002 |
Income before income taxes | 50,228 | 49,231 | 41,315 | 89,401 |
Provision for income taxes | 18,033 | 17,428 | 14,651 | 31,425 |
Net income | $ 32,195 | $ 31,803 | $ 26,664 | $ 57,976 |
Earnings per share: | ||||
Basic (in USD per share) | $ 0.61 | $ 0.60 | $ 0.50 | $ 1.10 |
Diluted (in USD per share) | $ 0.60 | $ 0.60 | $ 0.50 | $ 1.09 |
Weighted average shares outstanding: | ||||
Basic (in shares) | 52,993 | 52,803 | 52,941 | 52,676 |
Diluted (in shares) | 53,345 | 53,151 | 53,329 | 53,055 |
Comprehensive income, net of tax: | ||||
Currency translation adjustments | $ 2,703 | $ (11,079) | $ (3,121) | $ (11,484) |
Total other comprehensive (loss) income | 2,703 | (11,079) | (3,121) | (11,484) |
Comprehensive income | $ 34,898 | $ 20,724 | $ 23,543 | $ 46,492 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Current assets | ||
Cash and cash equivalents | $ 30,458 | $ 27,230 |
Accounts receivable, net | 92,869 | 95,247 |
Inventories | 97,959 | 91,263 |
Deferred income tax assets | 10,646 | 10,108 |
Prepaid expenses and other current assets | 11,341 | 25,165 |
Assets held for sale | 36,400 | 0 |
Total current assets | 279,673 | 249,013 |
Property and equipment, net | 13,732 | 15,540 |
Goodwill | 351,662 | 360,191 |
Intangible assets, net | 2,181,128 | 2,322,723 |
Other long-term assets | 4,783 | 1,324 |
Total Assets | 2,830,978 | 2,948,791 |
Current liabilities | ||
Accounts payable | 39,041 | 38,296 |
Accrued interest payable | 8,264 | 8,664 |
Other accrued liabilities | 67,006 | 59,724 |
Total current liabilities | 114,311 | 106,684 |
Long-term debt | ||
Principal amount | 1,502,000 | 1,652,500 |
Less unamortized debt costs | (22,337) | (27,191) |
Long-term debt, net | 1,479,663 | 1,625,309 |
Deferred income tax liabilities | 459,527 | 469,622 |
Other long-term liabilities | 2,837 | 2,840 |
Total Liabilities | 2,056,338 | 2,204,455 |
Commitments and Contingencies | ||
Stockholders' Equity | ||
Preferred stock - $0.01 par value; Authorized - 5,000 shares; Issued and outstanding - None | 0 | 0 |
Common stock - $0.01 par value; Authorized - 250,000 shares; Issued - 53,265 shares at September 30, 2016 and 53,066 shares at March 31, 2016 | 532 | 530 |
Additional paid-in capital | 453,336 | 445,182 |
Treasury stock, at cost - 331 shares at September 30, 2016 and 306 shares at March 31, 2016 | (6,558) | (5,163) |
Accumulated other comprehensive loss, net of tax | (26,646) | (23,525) |
Retained earnings | 353,976 | 327,312 |
Total Stockholders' Equity | 774,640 | 744,336 |
Total Liabilities and Stockholders' Equity | $ 2,830,978 | $ 2,948,791 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Sep. 30, 2016 | Mar. 31, 2016 |
Stockholders' Equity: | ||
Preferred stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock, shares issued (in shares) | 53,265,000 | 53,066,000 |
Treasury stock, (in shares) | 331,000 | 306,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Operating Activities | ||
Net income | $ 26,664 | $ 57,976 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 12,848 | 11,407 |
Loss (gain) on sales of intangible assets and property and equipment | 55,112 | (36) |
Deferred income taxes | (10,602) | 21,985 |
Amortization of debt origination costs | 5,097 | 4,055 |
Stock-based compensation costs | 3,933 | 5,034 |
Loss on extinguishment of debt | 0 | 451 |
Changes in operating assets and liabilities, net of effects from acquisitions | ||
Accounts receivable | 356 | (3,918) |
Inventories | (10,663) | (3,838) |
Prepaid expenses and other current assets | 10,112 | 3,436 |
Accounts payable | 820 | (4,519) |
Accrued liabilities | 6,605 | (1,443) |
Net cash provided by (used in) operating activities | 100,282 | 90,590 |
Investing Activities | ||
Purchases of property and equipment | (1,404) | (1,683) |
Proceeds from sales of intangible assets | 52,353 | 0 |
Proceeds from the sale of property and equipment | 75 | 344 |
Net cash provided by (used in) investing activities | 51,024 | (1,339) |
Financing Activities | ||
Term loan repayments | (130,500) | (50,000) |
Borrowings under revolving credit agreement | 20,000 | 15,000 |
Repayments under revolving credit agreement | (40,000) | (55,000) |
Payments of debt origination costs | (9) | (4,211) |
Proceeds from exercise of stock options | 3,423 | 6,398 |
Proceeds from restricted stock exercises | 0 | 544 |
Excess tax benefits from share-based awards | 800 | 1,850 |
Fair value of shares surrendered as payment of tax withholding | (1,395) | (2,187) |
Net cash used in financing activities | (147,681) | (87,606) |
Effects of exchange rate changes on cash and cash equivalents | (397) | (811) |
Increase in cash and cash equivalents | 3,228 | 834 |
Cash and cash equivalents - beginning of period | 27,230 | 21,318 |
Cash and cash equivalents - end of period | 30,458 | 22,152 |
Interest paid | 37,259 | 40,550 |
Income taxes paid | $ 6,743 | $ 3,707 |
Business and Basis of Presentat
Business and Basis of Presentation | 6 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Basis of Presentation | Business and Basis of Presentation Nature of Business Prestige Brands Holdings, Inc. (referred to herein as the “Company” or “we”, which reference shall, unless the context requires otherwise, be deemed to refer to Prestige Brands Holdings, Inc. and all of its direct and indirect 100% owned subsidiaries on a consolidated basis) is engaged in the marketing, sales and distribution of over-the-counter (“OTC”) healthcare and household cleaning products to mass merchandisers, drug stores, supermarkets, and club, convenience, and dollar stores in North America (the United States and Canada) and in Australia and certain other international markets. Prestige Brands Holdings, Inc. is a holding company with no operations and is also the parent guarantor of the senior credit facility and the senior notes described in Note 10 to these Consolidated Financial Statements. Basis of Presentation The unaudited Consolidated Financial Statements presented herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. All significant intercompany transactions and balances have been eliminated in these Consolidated Financial Statements. In the opinion of management, these Consolidated Financial Statements include all adjustments, consisting of normal recurring adjustments, that are considered necessary for a fair statement of our consolidated financial position, results of operations and cash flows for the interim periods presented. Our fiscal year ends on March 31 st of each year. References in these Consolidated Financial Statements or related notes to a year (e.g., “2017”) mean our fiscal year ending or ended on March 31 st of that year. Operating results for the three and six months ended September 30, 2016 are not necessarily indicative of results that may be expected for the fiscal year ending March 31, 2017 . These unaudited Consolidated Financial Statements and related notes should be read in conjunction with our audited Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2016 . Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on our knowledge of current events and actions that we may undertake in the future, actual results could differ from those estimates. As discussed below, our most significant estimates include those made in connection with the valuation of intangible assets, stock-based compensation, fair value of debt, sales returns and allowances, trade promotional allowances and inventory obsolescence, and the recognition of income taxes using an estimated annual effective tax rate. Cash and Cash Equivalents We consider all short-term deposits and investments with original maturities of three months or less to be cash equivalents. Substantially all of our cash is held by a large regional bank with headquarters in California. We do not believe that, as a result of this concentration, we are subject to any unusual financial risk beyond the normal risk associated with commercial banking relationships. The Federal Deposit Insurance Corporation (“FDIC”) and Securities Investor Protection Corporation (“SIPC”) insure these balances up to $250,000 and $500,000, with a $250,000 limit for cash, respectively. Substantially all of the Company's cash balances at September 30, 2016 are uninsured, and approximately 27.8% of our consolidated cash balances at September 30, 2016 are located in the United States. Accounts Receivable We extend non-interest-bearing trade credit to our customers in the ordinary course of business. We maintain an allowance for doubtful accounts receivable based upon historical collection experience and expected collectability of the accounts receivable. In an effort to reduce credit risk, we (i) have established credit limits for all of our customer relationships, (ii) perform ongoing credit evaluations of customers' financial condition, (iii) monitor the payment history and aging of customers' receivables, and (iv) monitor open orders against an individual customer's outstanding receivable balance. Inventories Inventories are stated at the lower of cost or market value, with cost determined by using the first-in, first-out method. We reduce inventories for diminution of value resulting from product obsolescence, damage or other issues affecting marketability, equal to the difference between the cost of the inventory and its estimated market value. Factors utilized in the determination of estimated market value include: (i) current sales data and historical return rates, (ii) estimates of future demand, (iii) competitive pricing pressures, (iv) new product introductions, (v) product expiration dates, and (vi) component and packaging obsolescence. Property and Equipment Property and equipment are stated at cost and are depreciated using the straight-line method based on the following estimated useful lives: Years Machinery 5 Computer equipment and software 3 Furniture and fixtures 7 Leasehold improvements * *Leasehold improvements are amortized over the lesser of the term of the lease or the estimated useful life of the related asset. Expenditures for maintenance and repairs are charged to expense as incurred. When an asset is sold or otherwise disposed of, we remove the cost and associated accumulated depreciation from the respective accounts and recognize the resulting gain or loss in the Consolidated Statements of Income and Comprehensive Income. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. An impairment loss is recognized if the carrying amount of the asset exceeds its fair value. Goodwill The excess of the purchase price over the fair market value of assets acquired and liabilities assumed in business combinations is classified as goodwill. Goodwill is not amortized, although the carrying value is tested for impairment at least annually in the fourth fiscal quarter of each year, or more frequently if events or changes in circumstances indicate that the asset may be impaired. Goodwill is tested for impairment at the product group level, which is one level below the operating segment level. Intangible Assets Intangible assets, which are comprised primarily of trademarks, are stated at cost less accumulated amortization. For intangible assets with finite lives, amortization is computed using the straight-line method over estimated useful lives, typically ranging from 10 to 30 years. Indefinite-lived intangible assets are tested for impairment at least annually in the fourth fiscal quarter of each year, or more frequently if events or changes in circumstances indicate that the asset may be impaired. Intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may exceed their fair values and may not be recoverable. An impairment loss is recognized if the carrying amount of the asset exceeds its fair value. Debt Origination Costs We have incurred debt origination costs in connection with the issuance of our long-term debt. These costs are amortized over the term of the related debt, using the effective interest method for our bonds and our term loan facility and the straight-line method for our revolving credit facility. Revenue Recognition Revenues are recognized when the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the selling price is fixed or determinable, (iii) the product has been shipped and the customer takes ownership and assumes the risk of loss, and (iv) collection of the resulting receivable is reasonably assured. We have determined that these criteria are met and the transfer of the risk of loss generally occurs when the product is received by the customer, and, accordingly, we recognize revenue at that time. Provisions are made for estimated discounts related to customer payment terms and estimated product returns at the time of sale based on our historical experience. As is customary in the consumer products industry, we participate in the promotional programs of our customers to enhance the sale of our products. The cost of these promotional programs varies based on the actual number of units sold during a finite period of time. These promotional programs consist of direct-to-consumer incentives, such as coupons and temporary price reductions, as well as incentives to our customers, such as allowances for new distribution, including slotting fees, and cooperative advertising. Estimates of the costs of these promotional programs are based on (i) historical sales experience, (ii) the current promotional offering, (iii) forecasted data, (iv) current market conditions, and (v) communication with customer purchasing/marketing personnel. We recognize the cost of such sales incentives by recording an estimate of such cost as a reduction of revenue, at the later of (a) the date the related revenue is recognized, or (b) the date when a particular sales incentive is offered. At the completion of a promotional program, the estimated amounts are adjusted to actual results. Due to the nature of the consumer products industry, we are required to estimate future product returns. Accordingly, we record an estimate of product returns concurrent with recording sales, which is made after analyzing (i) historical return rates, (ii) current economic trends, (iii) changes in customer demand, (iv) product acceptance, (v) seasonality of our product offerings, and (vi) the impact of changes in product formulation, packaging and advertising. Cost of Sales Cost of sales includes product costs, warehousing costs, inbound and outbound shipping costs, and handling and storage costs. Warehousing, shipping and handling and storage costs were $10.9 million and $21.4 million for the three and six months ended September 30, 2016, respectively, and $10.4 million and $19.1 million for the three and six months ended September 30, 2015, respectively. Advertising and Promotion Costs Advertising and promotion costs are expensed as incurred. Allowances for distribution costs associated with products, including slotting fees, are recognized as a reduction of sales. Under these new distribution arrangements, the retailers allow our products to be placed on the stores' shelves in exchange for such fees. Stock-based Compensation We recognize stock-based compensation by measuring the cost of services to be rendered based on the grant-date fair value of the equity award. Compensation expense is recognized over the period a grantee is required to provide service in exchange for the award, generally referred to as the requisite service period. Income Taxes Deferred tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is established when necessary to reduce deferred tax assets to the amounts expected to be realized. The Income Taxes topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 740 prescribes a recognition threshold and measurement attributes for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance only allows the recognition of those tax benefits that have a greater than 50% likelihood of being sustained upon examination by the various taxing authorities. As a result, we have applied such guidance in determining our tax uncertainties. We are subject to taxation in the United States and various state and foreign jurisdictions. We classify penalties and interest related to unrecognized tax benefits as income tax expense in the Consolidated Statements of Income and Comprehensive Income. Earnings Per Share Basic earnings per share is calculated based on income available to common stockholders and the weighted-average number of shares outstanding during the reporting period. Diluted earnings per share is calculated based on income available to common stockholders and the weighted-average number of common and potential common shares outstanding during the reporting period. Potential common shares, composed of the incremental common shares issuable upon the exercise of outstanding stock options and unvested restricted stock units, are included in the earnings per share calculation to the extent that they are dilutive. In loss periods, the assumed exercise of in-the-money stock options and restricted stock units has an anti-dilutive effect, and therefore these instruments are excluded from the computation of diluted earnings per share. Recently Issued Accounting Standards In August 2016, the FASB issued Accounting Standards Update ("ASU") 2016-15, Classification of Certain Cash Receipts and Cash Payments . The amendments in this update provide clarification and guidance on eight cash flow classification issues. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The adoption of ASU 2016-15 is not expected to have a material impact on our Consolidated Financial Statements. In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers . The amendments do not change the core principle of the guidance in FASB ASC 606, discussed below. Rather, the amendments in this update affect only certain narrow aspects of FASB ASC 606. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements of ASU 2014-09 described below. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers . The amendments in this update clarify the implementation guidance on identifying performance obligations and licensing in FASB ASC 606. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements of ASU 2014-09 described below. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting . The amendments in this update involve several aspects of accounting for share-based payment transactions, including income tax consequences, classification of awards, and classification on the statement of cash flows. For public business entities, the amendments in this update are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers . The amendments in this update clarify the implementation guidance on principals versus agent considerations in FASB ASC 606. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements of ASU 2014-09 described below. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In February 2016, the FASB issued ASU 2016-02, Leases. The amendments in this update include a new FASB ASC Topic 842, which supersedes Topic 840. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted for all entities as of the beginning of interim or annual reporting periods. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes . The amendments in this update require that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The amendments in this update may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. For public business entities, the amendments in this update are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early application is permitted for all entities as of the beginning of interim or annual reporting periods. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory . The amendments in this update more closely align the measurement of inventory in GAAP with the measurement of inventory in International Financial Reporting Standards, under which an entity should measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. For public business entities, the amendments are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The adoption of ASU 2015-11 is not expected to have a material impact on our Consolidated Financial Statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers - Topic 606 , which supersedes the revenue recognition requirements in FASB ASC 605. The new guidance primarily states that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. In August 2015, the FASB issued ASU 2015-14, which deferred the effective date of ASU 2014-09 from annual and interim periods beginning after December 15, 2016 to annual and interim periods beginning after December 15, 2017. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. |
Acquisitions
Acquisitions | 6 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Acquisition of DenTek On February 5, 2016, the Company completed the acquisition of DenTek Holdings, Inc. ("DenTek"), a privately-held marketer and distributor of specialty oral care products. The closing was finalized pursuant to the terms of the merger agreement, announced November 23, 2015, under which Prestige agreed to acquire DenTek from its stockholders for a purchase price of $228.3 million . The acquisition expands Prestige's portfolio of brands, strengthens its existing oral care platform and increases its geographic reach in parts of Europe. The Company financed the transaction with a combination of available cash on hand, available cash from its Asset Based Loan revolver, and financing of an additional unsecured bridge loan. The DenTek brands are primarily included in the Company's North American and International OTC Healthcare segments. The DenTek acquisition was accounted for in accordance with the Business Combinations topic of the FASB ASC 805, which requires that the total cost of an acquisition be allocated to the tangible and intangible assets acquired and liabilities assumed based upon their respective fair values at the date of acquisition. We prepared an analysis of the fair values of the assets acquired and liabilities assumed as of the date of acquisition. The following table summarizes our preliminary allocation of the assets acquired and liabilities assumed as of the February 5, 2016 acquisition date. (In thousands) February 5, 2016 Cash acquired $ 1,359 Accounts receivable 9,187 Inventories 14,304 Deferred income taxes 3,303 Prepaids and other current assets 6,728 Property, plant and equipment, net 3,555 Goodwill 76,529 Intangible assets, net 206,700 Total assets acquired 321,665 Accounts payable 3,261 Accrued expenses 16,488 Deferred income tax liabilities - long term 73,573 Total liabilities assumed 93,322 Total purchase price $ 228,343 Based on this preliminary analysis, we allocated $179.8 million to non-amortizable intangible assets and $26.9 million to amortizable intangible assets. We are amortizing the purchased amortizable intangible assets on a straight-line basis over an estimated weighted average useful life of 18.5 years. The weighted average remaining life for amortizable intangible assets at September 30, 2016 was 18.0 years. We also recorded goodwill of $76.5 million based on the amount by which the purchase price exceeded the fair value of the net assets acquired. Goodwill is not deductible for income tax purposes. The pro forma effect of this acquisition on revenues and earnings was not material. |
Divestitures and Assets Held Fo
Divestitures and Assets Held For Sale | 6 Months Ended |
Sep. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Divestitures and Assets Held For Sale | Divestitures and Assets Held for Sale Divestitures Late in the first quarter of fiscal 2017, the Company was approached and discussed the potential to sell certain assets. Prior to these discussions, the Company did not contemplate any divestitures, and the Company did not commit to any course of action to divest any of the assets until entering into an agreement on June 29, 2016 to sell Pediacare , New Skin and Fiber Choice, which were reported under the North American OTC Healthcare segment in the Cough & Cold, Dermatologicals and Gastrointestinal product groups, respectively. On July 7, 2016, we completed the sale of the Pediacare, New Skin and Fiber Choice brands for $40.0 million plus the cost of inventory. As a result, we received approximately $40.1 million including the cost of preliminary inventory of $2.6 million , less certain immaterial holdbacks, which will be paid upon meeting certain criteria as defined in the agreement and within approximately 18 months following the closing date of the transaction. During the six months ended September 30, 2016, we recorded a preliminary pre-tax loss on sale of $56.2 million . The proceeds were used to repay debt and related income taxes due on the disposition. The following table sets forth the components of the assets sold and the pre-tax loss recognized on the sale. (In thousands) July 7, Components of assets sold: Inventory $ 2,380 Intangible assets, net 91,208 Goodwill 2,920 Assets sold 96,508 Total purchase price to be received 42,380 54,128 Costs to sell 2,018 Pre-tax loss on sale $ 56,146 Concurrent with the completion of the sale of these brands, we entered into a transitional services agreement with the buyer, whereby we agreed to provide the buyer with various services, including marketing, operations, finance and other services, from the date of the acquisition through January 7, 2017. We also entered into an option agreement with the buyer to purchase Dermoplast at a specified earnings multiple as defined in the agreement. The buyer paid a $1.25 million deposit in September 2016, and has recently notified us of its election to exercise the option. We currently expect that this transaction will be completed by March 31, 2017, although the buyer has until December 31, 2017 to complete the transaction. Accordingly, the Dermoplast transaction is not included in the table above and the $1.25 million option deposit is included in our other accrued liabilities at September 30, 2016. The inventory and other assets related to Dermoplast are included in the assets held for sale table below. Assets Held for Sale In connection with the divestiture above, the buyer recently notified us of its intention to exercise its option and purchase the Dermoplast brand. As such, we expect to conclude this transaction by March 31, 2017 and the following table sets forth the assets held for sale as of September 30, 2016 related to our Dermoplast brand. (In thousands) September 30, Components of assets held for sale: Inventory $ 619 Intangible assets, net 31,030 Goodwill 4,751 Assets Held for Sale $ 36,400 |
Accounts Receivable
Accounts Receivable | 6 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable Accounts receivable consist of the following: (In thousands) September 30, March 31, Components of Accounts Receivable Trade accounts receivable $ 103,744 $ 105,592 Other receivables 1,011 1,261 104,755 106,853 Less allowances for discounts, returns and uncollectible accounts (11,886 ) (11,606 ) Accounts receivable, net $ 92,869 $ 95,247 |
Inventories
Inventories | 6 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following: (In thousands) September 30, March 31, Components of Inventories Packaging and raw materials $ 7,552 $ 7,563 Finished goods 90,407 83,700 Inventories $ 97,959 $ 91,263 Inventories are carried and depicted above at the lower of cost or market value, which includes a reduction in inventory values of $4.5 million and $4.8 million at September 30, 2016 and March 31, 2016 , respectively, related to obsolete and slow-moving inventory. |
Property and Equipment
Property and Equipment | 6 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consist of the following: (In thousands) September 30, March 31, Components of Property and Equipment Machinery $ 8,122 $ 7,734 Computer equipment 12,928 12,793 Furniture and fixtures 2,501 2,445 Leasehold improvements 7,372 7,389 30,923 30,361 Accumulated depreciation (17,191 ) (14,821 ) Property and equipment, net $ 13,732 $ 15,540 We recorded depreciation expense of $1.5 million and $3.0 million for the three and six months ended September 30, 2016, respectively. We recorded depreciation expense of $1.2 million and $2.5 million for the three and six months ended September 30, 2015, respectively. |
Goodwill
Goodwill | 6 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill A reconciliation of the activity affecting goodwill by operating segment is as follows: (In thousands) North American OTC Healthcare International OTC Healthcare Household Cleaning Consolidated Balance — March 31, 2016 $ 330,615 $ 22,776 $ 6,800 $ 360,191 Reductions (7,670 ) — (555 ) (8,225 ) Effects of foreign currency exchange rates — (304 ) — (304 ) Balance — September 30, 2016 $ 322,945 $ 22,472 $ 6,245 $ 351,662 In August 2016, we sold the rights to use of the Comet brand in certain geographic areas (see Note 8 below for further information) and reduced goodwill by $0.6 million as a result. On July 7, 2016, we completed the sale of Pediacare , New Skin and Fiber Choice ( see Note 3 above for further details) for $40.0 million plus the cost of inventory and received $40.1 million including preliminary inventory, less certain immaterial holdbacks, and reduced goodwill by $2.9 million as a result. In addition, as discussed in Note 3, in connection with this sale, the buyer has exercised its option and notified us of its intention to purchase Dermoplast . As such, we have reclassified $4.8 million of goodwill to assets held for sale as of September 30, 2016. Under accounting guidelines, goodwill is not amortized, but must be tested for impairment annually, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below the carrying amount. On an annual basis during the fourth quarter of each fiscal year, or more frequently if conditions indicate that the carrying value of the asset may not be recoverable, management performs a review of the values assigned to goodwill and tests for impairment. At February 29, 2016 , during our annual test for goodwill impairment, there were no indicators of impairment under the analysis. Accordingly, no impairment charge was recorded in fiscal 2016. We utilize the discounted cash flow method to estimate the fair value of our reporting units as part of the goodwill impairment test. We also considered our market capitalization at February 29, 2016 , which was the date of our annual review, as compared to the aggregate fair values of our reporting units, to assess the reasonableness of our estimates pursuant to the discounted cash flow methodology. The estimates and assumptions made in assessing the fair value of our reporting units and the valuation of the underlying assets and liabilities are inherently subject to significant uncertainties. Consequently, changing rates of interest and inflation, declining sales or margins, increases in competition, changing consumer preferences, technical advances, or reductions in advertising and promotion may require an impairment charge to be recorded in the future. As of September 30, 2016, no events have occurred that would indicate potential impairment of goodwill. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets A reconciliation of the activity affecting intangible assets is as follows: (In thousands) Indefinite Lived Trademarks Finite Lived Totals Gross Carrying Amounts Balance — March 31, 2016 $ 2,020,046 $ 417,880 $ 2,437,926 Reductions (77,248 ) (60,103 ) (137,351 ) Effects of foreign currency exchange rates (380 ) (103 ) (483 ) Balance — September 30, 2016 1,942,418 357,674 2,300,092 Accumulated Amortization Balance — March 31, 2016 — 115,203 115,203 Additions — 9,865 9,865 Reductions — (6,102 ) (6,102 ) Effects of foreign currency exchange rates — (2 ) (2 ) Balance — September 30, 2016 — 118,964 118,964 Intangible assets, net - September 30, 2016 $ 1,942,418 $ 238,710 $ 2,181,128 Intangible Assets, net by Reportable Segment: North American OTC Healthcare $ 1,755,636 $ 215,817 $ 1,971,453 International OTC Healthcare 85,520 1,087 86,607 Household Cleaning 101,262 21,806 123,068 Intangible assets, net - September 30, 2016 $ 1,942,418 $ 238,710 $ 2,181,128 Historically, we received royalty income from the licensing of the names of certain of our brands in geographic areas or markets in which we do not directly compete. We have had royalty agreements for our Comet brand for several years, which included options on behalf of the licensee to purchase license rights in certain geographic areas and markets in perpetuity. In December 2014, we amended these agreements and we sold rights to use of the Comet brand in certain Eastern European countries to a third-party licensee in exchange for $10.0 million as a partial early buyout. The amended agreement provided that we would continue to receive royalty payments of $1.0 million per quarter for the remaining geographic areas and also granted the licensee an option to acquire the license rights in the remaining geographic areas anytime after June 30, 2016. In July 2016, the licensee elected to exercise its option. In August 2016, we received $ 11.0 million for the purchase of the remaining license rights and, as a result, we recorded a pre-tax gain of $1.2 million and reduced our indefinite-lived trademarks by $9.0 million . Furthermore, the licensee is no longer required to make additional royalty payments to us, and as a result, our future royalty income will be reduced accordingly. On July 7, 2016, we completed the sale of Pediacare , New Skin and Fiber Choice (see Note 3 above for further details) brands for $40.0 million plus the cost of inventory and received $40.1 million including the cost of preliminary inventory, less certain immaterial holdbacks, and reduced our indefinite and finite-lived trademarks by $37.2 million and $54.0 million , respectively. During the six months ended September 30, 2016, we recorded a preliminary pre-tax loss of $56.2 million on the sale of these brands. In addition, as discussed in Note 3, in connection with this sale, the buyer has exercised its option and notified us of its intention to purchase Dermoplast . As such, we have reclassified $31.0 million of indefinite-lived intangible assets to assets held for sale as of September 30, 2016. Under accounting guidelines, indefinite-lived assets are not amortized, but must be tested for impairment annually, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of the asset below the carrying amount. Additionally, at each reporting period, an evaluation must be made to determine whether events and circumstances continue to support an indefinite useful life. Intangible assets with finite lives are amortized over their respective estimated useful lives and are also tested for impairment whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable and exceeds its fair value. On an annual basis during the fourth fiscal quarter, or more frequently if conditions indicate that the carrying value of the asset may not be recoverable, management performs a review of both the values and, if applicable, useful lives assigned to intangible assets and tests for impairment. We utilize the excess earnings method to estimate the fair value of our individual indefinite-lived intangible assets. We also considered our market capitalization at February 29, 2016 , which was the date of our annual review. The estimates and assumptions made in assessing the fair value of our reporting units and the valuation of the underlying assets and liabilities are inherently subject to significant uncertainties. Consequently, changing rates of interest and inflation, declining sales or margins, increases in competition, changing consumer preferences, technical advances, or reductions in advertising and promotion may require an impairment charge to be recorded in the future. The weighted average remaining life for finite-lived intangible assets at September 30, 2016 was approximately 13.1 years, and the amortization expense for the three and six months ended September 30, 2016 was $4.6 million and $9.9 million , respectively. At September 30, 2016 , finite-lived intangible assets are being amortized over a period of 10 to 30 years, and the associated amortization expense is expected to be as follows: (In thousands) Year Ending March 31, Amount 2017 (Remaining six months ending March 31, 2017) $ 9,113 2018 18,062 2019 18,062 2020 18,062 2021 17,640 Thereafter 157,771 $ 238,710 |
Other Accrued Liabilities
Other Accrued Liabilities | 6 Months Ended |
Sep. 30, 2016 | |
Payables and Accruals [Abstract] | |
Other Accrued Liabilities | Other Accrued Liabilities Other accrued liabilities consist of the following: (In thousands) September 30, March 31, Accrued marketing costs $ 29,938 $ 26,373 Accrued compensation costs 5,572 9,574 Accrued broker commissions 965 1,497 Income taxes payable 10,284 3,675 Accrued professional fees 3,050 1,787 Deferred rent 690 836 Accrued production costs 3,023 3,324 Accrued lease termination costs 384 448 Income tax related payable 6,354 6,354 Other accrued liabilities 6,746 5,856 $ 67,006 $ 59,724 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt 2012 Term Loan and 2012 ABL Revolver: On January 31, 2012, Prestige Brands, Inc. (the "Borrower") entered into a new senior secured credit facility, which consists of (i) a $660.0 million term loan facility (the “2012 Term Loan”) with a 7 -year maturity and (ii) a $50.0 million asset-based revolving credit facility (the “2012 ABL Revolver”) with a 5 -year maturity. In subsequent years, we have utilized portions of our accordion feature to increase the amount of our borrowing capacity under the 2012 ABL Revolver by $85.0 million to $135.0 million and reduced our borrowing rate on the 2012 ABL Revolver by 0.25% (discussed below). The 2012 Term Loan was issued with an original issue discount of 1.5% of the principal amount thereof, resulting in net proceeds to the Borrower of $650.1 million . In connection with these loan facilities, we incurred $20.6 million of costs, which were capitalized as deferred financing costs and are being amortized over the terms of the facilities. The 2012 Term Loan is unconditionally guaranteed by Prestige Brands Holdings, Inc. and certain of its domestic 100% owned subsidiaries, other than the Borrower. Each of these guarantees is joint and several. There are no significant restrictions on the ability of any of the guarantors to obtain funds from their subsidiaries or to make payments to the Borrower or the Company. On February 21, 2013, we entered into Amendment No. 1 ("Term Loan Amendment No. 1") to the 2012 Term Loan. Term Loan Amendment No. 1 provided for the refinancing of all of the Borrower's existing Term B Loans with new Term B-1 Loans (the "Term B-1 Loans"). The interest rate on the Term B-1 Loans under Term Loan Amendment No. 1 was based, at our option, on a LIBOR rate plus a margin of 2.75% per annum, with a LIBOR floor of 1.00% , or an alternate base rate, with a floor of 2.00% , plus a margin. The new Term B-1 Loans would have matured on the same date as the Term B Loans' original maturity date. In addition, Term Loan Amendment No. 1 provided the Borrower with certain additional capacity to prepay subordinated debt, the Company's 8.125% senior notes due in 2020 and certain other unsecured indebtedness permitted to be incurred under the credit agreement governing the 2012 Term Loan and 2012 ABL Revolver. In connection with Term Loan Amendment No. 1, during the fourth quarter ended March 31, 2013, we recognized a $1.4 million loss on the extinguishment of debt. On September 3, 2014, we entered into Amendment No. 2 ("Term Loan Amendment No. 2") to the 2012 Term Loan. Term Loan Amendment No. 2 provided for (i) the creation of a new class of Term B-2 Loans under the 2012 Term Loan (the "Term B-2 Loans") in an aggregate principal amount of $720.0 million , (ii) increased flexibility under the credit agreement governing the 2012 Term Loan and 2012 ABL Revolver, including additional investment, restricted payment and debt incurrence flexibility and financial maintenance covenant relief, and (iii) an interest rate on (x) the Term B-1 Loans that was based, at our option, on a LIBOR rate plus a margin of 3.125% per annum, with a LIBOR floor of 1.00% , or an alternate base rate, with a floor of 2.00% , plus a margin, and (y) the Term B-2 Loans that was based, at our option, on a LIBOR rate plus a margin of 3.50% per annum, with a LIBOR floor of 1.00% , or an alternate base rate, with a floor of 2.00% , plus a margin (with a margin step-down to 3.25% per annum, based upon achievement of a specified secured net leverage ratio). Also, on September 3, 2014, we entered into Amendment No. 3 ("ABL Amendment No. 3") to the 2012 ABL Revolver. ABL Amendment No. 3 provided for (i) a $40.0 million increase in revolving commitments under the 2012 ABL Revolver and (ii) increased flexibility under the credit agreement governing the 2012 Term Loan and 2012 ABL Revolver, including additional investment, restricted payment and debt incurrence flexibility. Borrowings under the 2012 ABL Revolver, as amended, bear interest at a rate per annum equal to an applicable margin, plus, at our option, either (i) a base rate determined by reference to the highest of (a) the Federal Funds rate plus 0.50% , (b) the prime rate of Citibank, N.A., and (c) the LIBOR rate determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month, adjusted for certain additional costs, plus 1.00% or (ii) a LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs. The applicable margin for borrowings under the 2012 ABL Revolver may be increased to 2.00% or 2.25% for LIBOR borrowings and 1.00% or 1.25% for base-rate borrowings, depending on average excess availability under the 2012 ABL Revolver during the prior fiscal quarter. In addition to paying interest on outstanding principal under the 2012 ABL Revolver, we are required to pay a commitment fee to the lenders under the 2012 ABL Revolver in respect of the unutilized commitments thereunder. The initial commitment fee rate is 0.50% per annum. The commitment fee rate will be reduced to 0.375% per annum at any time when the average daily unused commitments for the prior quarter is less than a percentage of total commitments by an amount set forth in the credit agreement covering the 2012 ABL Revolver. We may voluntarily repay outstanding loans under the 2012 ABL Revolver at any time without a premium or penalty. On May 8, 2015, we entered into Amendment No. 3 ("Term Loan Amendment No. 3") to the 2012 Term Loan. Term Loan Amendment No. 3 provided for (i) the creation of a new class of Term B-3 Loans under the 2012 Term Loan (the "Term B-3 Loans") in an aggregate principal amount of $852.5 million , which combined the outstanding balances of the Term B-1 Loans of $207.5 million and the Term B-2 Loans of $645.0 million , and (ii) increased flexibility under the credit agreement governing the 2012 Term Loan and 2012 ABL Revolver, including additional investment, restricted payment, and debt incurrence flexibility and financial maintenance covenant relief. The maturity date of the Term B-3 Loans remains the same as the Term B-2 Loans' original maturity date of September 3, 2021. The 2012 Term Loan, as amended, bears interest at a rate per annum equal to an applicable margin plus, at our option, either (i) a base rate determined by reference to the highest of (a) the Federal Funds rate plus 0.50% , (b) the prime rate of Citibank, N.A., (c) the LIBOR rate determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month, adjusted for certain additional costs, plus 1.00% and (d) a floor of 1.75% or (ii) a LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, with a floor of 0.75% . For the six months ended September 30, 2016, the average interest rate on the 2012 Term Loan was 5.0% . On June 9, 2015, we entered into Amendment No. 4 (“ABL Amendment No. 4”) to the 2012 ABL Revolver. ABL Amendment No. 4 provided for (i) a $35.0 million increase in the accordion feature under the 2012 ABL Revolver and (ii) increased flexibility under the credit agreement governing the 2012 Term Loan and 2012 ABL Revolver, including additional investment, restricted payment, and debt incurrence flexibility and financial maintenance covenant relief and (iii) extended the maturity date of the 2012 ABL Revolver to June 9, 2020, which is five years from the effective date. We may voluntarily repay outstanding loans under the 2012 ABL Revolver at any time without a premium or penalty. For the six months ended September 30, 2016, the average interest rate on the amounts borrowed under the 2012 ABL Revolver was 2.4% . In connection with the DenTek acquisition on February 5, 2016, we entered into Amendment No. 5 (“ABL Amendment No. 5”) to the 2012 ABL Revolver. ABL Amendment No. 5 temporarily suspended certain financial and related reporting covenants in the 2012 ABL Revolver until the earliest of (i) the date that was 60 calendar days following February 4, 2016, (ii) the date upon which certain of DenTek’s assets were included in the Company’s borrowing base under the 2012 ABL Revolver and (iii) the date upon which the Company received net proceeds from an offering of debt securities. 2013 Senior Notes: On December 17, 2013, the Borrower issued $400.0 million of senior unsecured notes, with an interest rate of 5.375% and a maturity date of December 15, 2021 (the "2013 Senior Notes"). The Borrower may redeem some or all of the 2013 Senior Notes at redemption prices set forth in the indenture governing the 2013 Senior Notes. The 2013 Senior Notes are guaranteed by Prestige Brands Holdings, Inc. and certain of its 100% domestic owned subsidiaries, other than the Borrower. Each of these guarantees is joint and several. There are no significant restrictions on the ability of any of the guarantors to obtain funds from their subsidiaries or to make payments to the Borrower or the Company. In connection with the 2013 Senior Notes offering, we incurred $7.2 million of costs, which were capitalized as deferred financing costs and are being amortized over the term of the 2013 Senior Notes. 2016 Senior Notes: On February 19, 2016, the Borrower completed the sale of $350.0 million aggregate principal amount of 6.375% senior notes due 2024 (the “2016 Senior Notes”), pursuant to a purchase agreement, dated February 16, 2016, among the Borrower, the guarantors party thereto (the “Guarantors”) and the initial purchasers party thereto. The 2016 Senior Notes are guaranteed by Prestige Brands Holdings, Inc. and certain of its domestic 100% owned subsidiaries, other than the Borrower. Each of these guarantees is joint and several. There are no significant restrictions on the ability of any of the Guarantors to obtain funds from their subsidiaries or to make payments to the Borrower or the Company. In connection with the 2016 Senior Notes offering, we incurred $5.5 million of costs, which were capitalized as deferred financing costs and are being amortized over the term of the 2016 Senior Notes. The 2016 Senior Notes were issued pursuant to an indenture, dated February 19, 2016 (the “Indenture”). The Indenture provides, among other things, that interest will be payable on the 2016 Senior Notes on March 1 and September 1 of each year, beginning on September 1, 2016, until their maturity date of March 1, 2024. The 2016 Senior Notes are senior unsecured obligations of the Borrower. Redemptions and Restrictions: At any time prior to December 15, 2016, we have the option to redeem the 2013 Senior Notes in whole or in part at a redemption price equal to 100% of the principal amount of notes redeemed, plus an applicable "make-whole premium" calculated as set forth in the indenture governing the 2013 Senior Notes, together with accrued and unpaid interest, if any, to the date of redemption. On or after December 15, 2016, we have the option to redeem some or all of the 2013 Senior Notes at redemption prices set forth in the indenture governing the 2013 Senior Notes. In addition, at any time prior to December 15, 2016, we have to the option to redeem up to 35% of the aggregate principal amount of the 2013 Senior Notes at a redemption price equal to 105.375% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date, with the net cash proceeds of certain equity offerings, provided that certain conditions are met. Subject to certain limitations, in the event of a change of control, as defined in the indenture governing the 2013 Senior Notes, the Borrower will be required to make an offer to purchase the 2013 Senior Notes at a price equal to 101% of the aggregate principal amount of the 2013 Senior Notes repurchased, plus accrued and unpaid interest, if any, to the date of repurchase. The Borrower has the option to redeem all or a portion of the 2016 Senior Notes at any time on or after March 1, 2019 at the redemption prices set forth in the Indenture, plus accrued and unpaid interest, if any. The Borrower may also redeem all or any portion of the 2016 Senior Notes at any time prior to March 1, 2019, at a price equal to 100% of the aggregate principal amount of the notes redeemed, plus an applicable "make-whole premium" calculated as set forth in the Indenture, and accrued and unpaid interest, if any, to the date of redemption. In addition, before March 1, 2019, the Borrower may redeem up to 40% of the aggregate principal amount of the 2016 Senior Notes with the net proceeds of certain equity offerings at the redemption price set forth in the Indenture, provided that certain conditions are met. Subject to certain limitations, in the event of a change of control, as defined in the Indenture, the Borrower will be required to make an offer to purchase the 2016 Senior Notes at a price equal to 101% of the aggregate principal amount of the notes repurchased, plus accrued and unpaid interest, if any, to the date of repurchase. The indentures governing the 2013 Senior Notes and the 2016 Senior Notes contain provisions that restrict us from undertaking specified corporate actions, such as asset dispositions, acquisitions, dividend payments, repurchases of common shares outstanding, changes of control, incurrences of indebtedness, issuance of equity, creation of liens, making of loans and transactions with affiliates. Additionally, the credit agreement with respect to the 2012 Term Loan and the 2012 ABL Revolver and the indentures governing the 2013 Senior Notes and the 2016 Senior Notes contain cross-default provisions, whereby a default pursuant to the terms and conditions of certain indebtedness will cause a default on the remaining indebtedness under the credit agreement governing the 2012 Term Loan and the 2012 ABL Revolver and the indentures governing the 2013 Senior Notes and the 2016 Senior Notes. At September 30, 2016, we were in compliance with the covenants under our long-term indebtedness. At September 30, 2016, we had an aggregate of $1.1 million of unamortized debt costs related to the 2012 ABL Revolver included in other long-term assets, and $22.3 million of unamortized debt costs included in long-term debt costs, the total of which is comprised of $5.0 million related to the 2013 Senior Notes, $5.1 million related to the 2016 Senior Notes, and $12.2 million related to the 2012 Term Loan. At March 31, 2016, we had an aggregate of $1.3 million of unamortized debt costs related to the 2012 ABL Revolver included in other long-term assets, and $27.2 million of unamortized debts costs included in long-term debt costs, the total of which is comprised of $5.4 million related to the 2013 Senior Notes, $5.4 million related to the 2016 Senior Notes, and $16.4 million related to the 2012 Term Loan. At September 30, 2016, we had $65.0 million outstanding on the 2012 ABL Revolver and a borrowing capacity of $68.2 million . Long-term debt consists of the following, as of the dates indicated: (In thousands, except percentages) September 30, March 31, 2016 Senior Notes bearing interest at 6.375%, with interest payable on March 1 and September 1 of each year. The 2016 Senior Notes mature on March 1, 2024. $ 350,000 $ 350,000 2013 Senior Notes bearing interest at 5.375%, with interest payable on June 15 and December 15 of each year. The 2013 Senior Notes mature on December 15, 2021. 400,000 400,000 2012 Term B-3 Loans bearing interest at the Borrower's option at either a base rate with a floor of 1.75% plus applicable margin or LIBOR with a floor of 0.75% plus applicable margin, due on September 3, 2021. 687,000 817,500 2012 ABL Revolver bearing interest at the Borrower's option at either a base rate plus applicable margin or LIBOR plus applicable margin. Any unpaid balance is due on June 9, 2020. 65,000 85,000 Total long-term debt (including current portion) 1,502,000 1,652,500 Current portion of long-term debt — — Long-term debt 1,502,000 1,652,500 Less: unamortized debt costs (22,337 ) (27,191 ) Long-term debt, net $ 1,479,663 $ 1,625,309 At September 30, 2016, aggregate future principal payments required in accordance with the terms of the 2012 Term Loan, 2012 ABL Revolver and the indentures governing the 2016 Senior Notes and the 2013 Senior Notes are as follows: (In thousands) Year Ending March 31, Amount 2017 (remaining six months ending March 31, 2017) $ — 2018 — 2019 — 2020 — 2021 65,000 Thereafter 1,437,000 $ 1,502,000 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements For certain of our financial instruments, including cash, accounts receivable, accounts payable and other current liabilities, the carrying amounts approximate their respective fair values due to the relatively short maturity of these amounts. The Fair Value Measurements and Disclosures topic of the FASB ASC 820 requires fair value to be determined based on the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market assuming an orderly transaction between market participants. The Fair Value Measurements and Disclosures topic established market (observable inputs) as the preferred source of fair value, to be followed by the Company's assumptions of fair value based on hypothetical transactions (unobservable inputs) in the absence of observable market inputs. Based upon the above, the following fair value hierarchy was created: Level 1 - Quoted market prices for identical instruments in active markets; Level 2 - Quoted prices for similar instruments in active markets, as well as quoted prices for identical or similar instruments in markets that are not considered active; and Level 3 - Unobservable inputs developed by the Company using estimates and assumptions reflective of those that would be utilized by a market participant. The market values have been determined based on market values for similar instruments adjusted for certain factors. As such, the 2016 Senior Notes, the 2013 Senior Notes, the Term B-3 Loans, and the 2012 ABL Revolver are measured in Level 2 of the above hierarchy (see summary below detailing the carrying amounts and estimated fair values of these borrowings at September 30, 2016 and March 31, 2016). September 30, 2016 March 31, 2016 (In thousands) Carrying Value Fair Value Carrying Value Fair Value 2016 Senior Notes $ 350,000 $ 371,000 $ 350,000 $ 363,125 2013 Senior Notes 400,000 414,000 400,000 408,000 Term B-3 Loans 687,000 693,011 817,500 818,522 2012 ABL Revolver 65,000 65,000 85,000 85,000 At September 30, 2016 and March 31, 2016, we did not have any assets or liabilities measured in Level 1 or 3. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Sep. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders' Equity The Company is authorized to issue 250.0 million shares of common stock, $0.01 par value per share, and 5.0 million shares of preferred stock, $0.01 par value per share. The Board of Directors may direct the issuance of the undesignated preferred stock in one or more series and determine preferences, privileges and restrictions thereof. Each share of common stock has the right to one vote on all matters submitted to a vote of stockholders. The holders of common stock are also entitled to receive dividends whenever funds are legally available and when declared by the Board of Directors, subject to prior rights of holders of all classes of outstanding stock having priority rights as to dividends. No dividends have been declared or paid on the Company's common stock through September 30, 2016 . During each of the three months ended September 30, 2016 and 2015, we did not repurchase any shares of restricted common stock from our employees pursuant to the provisions of various employee restricted stock awards. During the six months ended September 30, 2016 and 2015, we repurchased 24,988 shares and 39,429 shares, respectively, of restricted common stock from our employees pursuant to the provisions of various employee restricted stock awards. The repurchases for the six months ended September 30, 2016 and 2015 were at an average price of $55.82 and $41.66 , respectively. All of the repurchased shares have been recorded as treasury stock. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Sep. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The table below presents accumulated other comprehensive loss (“AOCI”), which affects equity and results from recognized transactions and other economic events, other than transactions with owners in their capacity as owners. AOCI consisted of the following at September 30, 2016 and March 31, 2016 : September 30, March 31, (In thousands) 2016 2016 Components of Accumulated Other Comprehensive Loss Cumulative translation adjustment $ (26,646 ) $ (23,525 ) Accumulated other comprehensive loss, net of tax $ (26,646 ) $ (23,525 ) |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share is computed based on the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed based on the weighted-average number of shares of common stock outstanding plus the effect of potentially dilutive common shares outstanding during the period using the treasury stock method, which includes stock options and restricted stock units. In loss periods, the assumed exercise of in-the-money stock options and restricted stock units has an anti-dilutive effect, and therefore these instruments are excluded from the computation of diluted earnings per share. The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended September 30, Six Months Ended September 30, (In thousands, except per share data) 2016 2015 2016 2015 Numerator Net income $ 32,195 $ 31,803 $ 26,664 $ 57,976 Denominator Denominator for basic earnings per share — weighted average shares outstanding 52,993 52,803 52,941 52,676 Dilutive effect of unvested restricted stock units and options issued to employees and directors 352 348 388 379 Denominator for diluted earnings per share 53,345 53,151 53,329 53,055 Earnings per Common Share: Basic net earnings per share $ 0.61 $ 0.60 $ 0.50 $ 1.10 Diluted net earnings per share $ 0.60 $ 0.60 $ 0.50 $ 1.09 For each of the three months ended September 30, 2016 and 2015, there were 0.2 million shares attributable to outstanding stock-based awards that were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. For each of the six months ended September 30, 2016 and 2015, there were 0.2 million shares attributable to outstanding stock-based awards that were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation In connection with our initial public offering, the Board of Directors adopted the 2005 Long-Term Equity Incentive Plan (the “Plan”), which provides for grants of up to a maximum of 5.0 million shares of restricted stock, stock options, restricted stock units and other equity-based awards. In June 2014, the Board of Directors approved, and in July 2014, the stockholders ratified, an increase of an additional 1.8 million shares of our common stock for issuance under the Plan, increased the maximum number of shares subject to stock options that may be awarded to any one participant under the Plan during any 12-month period from 1.0 million to 2.5 million shares, and extended the term of the Plan by ten years to February 2025. Directors, officers and other employees of the Company and its subsidiaries, as well as others performing services for the Company, are eligible for grants under the Plan. During the three and six months ended September 30, 2016 , pre-tax share-based compensation costs charged against income were $2.0 million and $3.9 million , respectively, and the related income tax benefit recorded was $0.5 million and $1.2 million , respectively. During the three and six months ended September 30, 2015, pre-tax share-based compensation costs charged against income were $2.0 million and $5.0 million , respectively, and the related income tax benefit recorded was $0.7 million and $1.8 million , respectively. At September 30, 2016 , there were $12.4 million of unrecognized compensation costs related to nonvested share-based compensation arrangements under the Plan, based on management's estimate of the shares that will ultimately vest. We expect to recognize such costs over a weighted-average period of 1.0 years. The total fair value of options and restricted stock units vested during the six months ended September 30, 2016 and 2015 was $6.0 million and $6.5 million , respectively. For the six months ended September 30, 2016 and 2015, we issued 92,718 and 153,603 shares of restricted stock units, respectively, and received cash from the exercise of stock options of $3.4 million and $6.4 million , respectively. Accordingly, we realized $1.7 million and $3.5 million , respectively, in tax benefits from the tax deductions resulting from these restricted stock issuances and stock option exercises. At September 30, 2016 , there were 2.4 million shares available for issuance under the Plan. On May 9, 2016, the Compensation Committee of our Board of Directors granted 49,064 shares of restricted stock units and stock options to acquire 224,843 shares of our common stock to certain executive officers and employees under the Plan. All of the shares of restricted stock units vest in their entirety on the three -year anniversary of the date of grant. Upon vesting, the units will be settled in shares of our common stock. The stock options will vest 33.3% per year over three years and are exercisable for up to ten years from the date of grant. These stock options were granted at an exercise price of $57.18 per share, which is equal to the closing price for our common stock on the date of the grant. Termination of employment prior to vesting will result in forfeiture of the unvested restricted common stock units and the unvested stock options. Vested stock options will remain exercisable by the employee after termination, subject to the terms of the Plan. On September 12, 2016, we announced that Christine Sacco had been appointed as Chief Financial Officer of the Company, effective that same day. In connection with Ms. Sacco's appointment as Chief Financial Officer on September 12, 2016, the Company executed an offer letter with Ms. Sacco, which sets forth the terms of her compensation as approved by the Compensation Committee of the Board of Directors. In accordance with the terms of her offer letter, the Company granted Ms. Sacco 5,012 shares of restricted stock units and stock options to acquire 25,746 shares of our common stock under the Plan.The restricted stock units vest in their entirety on the three-year anniversary of the date of grant. Upon vesting, the units will be settled in shares of our common stock. The stock options will vest 33.3% per year over three years and are exercisable for up to ten years from the date of grant. These stock options were granted at an exercise price of $47.39 per share, which is equal to the closing price of our common stock on the date of grant. Restricted Shares Restricted shares granted to employees under the Plan generally vest in three to five years, primarily upon the attainment of certain time vesting thresholds, and may also be contingent on the attainment of certain performance goals of the Company, including revenue and earnings before income taxes, depreciation and amortization targets. The restricted stock unit awards provide for accelerated vesting if there is a change of control, as defined in the Plan. The restricted stock units granted to employees generally vest in their entirety on the three -year anniversary of the date of the grant. Upon vesting, the units will be settled in shares of our common stock. Termination of employment prior to vesting will result in forfeiture of the restricted stock units, unless otherwise accelerated by the Compensation Committee. The restricted stock units granted to directors vest in their entirety one year after the date of grant so long as membership on the Board of Directors continues through the vesting date, and will be settled by delivery to the director of one share of common stock of the Company for each vested restricted stock unit promptly following the earliest of the director's (i) death, (ii) disability or (iii) the six -month anniversary of the date on which the director's Board membership ceases for reasons other than death or disability. At our annual meeting date on August 2, 2016, each of our six independent members of the Board of Directors received a grant of 1,896 restricted stock units under the Plan. Additionally, on May 26, 2016 , the Compensation Committee granted 346 restricted stock units to a newly appointed Board member. The fair value of the restricted stock units is determined using the closing price of our common stock on the date of the grant. The weighted-average grant-date fair value of restricted stock units granted during the six months ended September 30, 2016 and 2015 was $55.65 and $42.20 , respectively. A summary of the Company's restricted stock units granted under the Plan is presented below: Restricted Stock Units Shares (in thousands) Weighted- Average Grant-Date Fair Value Six months ended September 30, 2015 Vested and nonvested at March 31, 2015 362.3 $ 22.74 Granted 259.5 42.20 Vested and issued (153.6 ) 18.16 Forfeited (1.4 ) 33.50 Vested and nonvested at September 30, 2015 466.8 35.03 Vested at September 30, 2015 69.8 14.76 Six months ended September 30, 2016 Vested and nonvested at March 31, 2016 467.8 $ 35.22 Granted 65.8 55.65 Vested and issued (92.7 ) 28.47 Forfeited (91.0 ) 41.69 Vested and nonvested at September 30, 2016 349.9 39.16 Vested at September 30, 2016 63.4 20.12 Options The Plan provides that the exercise price of options granted shall be no less than the fair market value of the Company's common stock on the date the options are granted. Options granted have a term of no greater than ten years from the date of grant and vest in accordance with a schedule determined at the time the option is granted, generally three to five years. The option awards provide for accelerated vesting in the event of a change in control, as defined in the Plan. Termination of employment prior to vesting will result in forfeiture of the unvested stock options. Vested stock options will remain exercisable by the employee after termination of employment, subject to the terms in the Plan. The fair value of each option award is estimated on the date of grant using the Black-Scholes Option Pricing Model that uses the assumptions noted in the table below. Expected volatilities are based on the historical volatility of our common stock and other factors, including the historical volatilities of comparable companies. We use appropriate historical data, as well as current data, to estimate option exercise and employee termination behaviors. Employees that are expected to exhibit similar exercise or termination behaviors are grouped together for the purposes of valuation. The expected terms of the options granted are derived from our historical experience, management's estimates, and consideration of information derived from the public filings of companies similar to us, and represent the period of time that options granted are expected to be outstanding. The risk-free rate represents the yield on U.S. Treasury bonds with a maturity equal to the expected term of the granted options. The weighted-average grant-date fair values of the options granted during the six months ended September 30, 2016 and 2015 were $21.87 and $17.10 , respectively. Six months ended September 30, 2016 2015 Expected volatility 37.8 % 40.2 % Expected dividends $ — $ — Expected term in years 6.0 6.0 Risk-free rate 1.7 % 1.7 % A summary of option activity under the Plan is as follows: Options Shares (in thousands) Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Six months ended September 30, 2015 Outstanding at March 31, 2015 871.2 $ 23.40 Granted 200.1 41.80 Exercised (336.9 ) 18.99 Forfeited or expired (2.1 ) 38.16 Outstanding at September 30, 2015 732.3 30.42 8.1 $ 10,816 Exercisable at September 30, 2015 319.5 21.91 7.0 $ 7,430 Six months ended September 30, 2016 Outstanding at March 31, 2016 727.7 $ 30.70 Granted 250.6 56.17 Exercised (107.1 ) 31.97 Forfeited or expired (90.7 ) 42.56 Outstanding at September 30, 2016 780.5 37.33 7.5 $ 10,326 Exercisable at September 30, 2016 383.7 25.61 6.5 $ 8,693 The aggregate intrinsic value of options exercised in the six months ended September 30, 2016 was $2.4 million . |
Income Taxes
Income Taxes | 6 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income taxes are recorded in our quarterly financial statements based on our estimated annual effective income tax rate, subject to adjustments for discrete events, should they occur. The effective tax rates used in the calculation of income taxes were 35.9% and 35.4% for the three months ended September 30, 2016 and 2015, respectively. The effective rates used in the calculation of income taxes were 35.5% and 35.2% for the six months ended September 30, 2016 and 2015, respectively. The increase in the effective tax rate for the three and six months ended September 30, 2016 was primarily due to non-deductible goodwill associated with the sale of rights to use Comet in certain geographic areas. See Note 8 above for further information on the sale of rights to use Comet . During the six months ended September 30, 2016, we realized a net reduction to our deferred tax liability of $27.5 million as a result of the sale of Pediacare , New Skin and Fiber Choice . At September 30, 2016, a 100% owned subsidiary of the Company had a net operating loss carryforward of approximately $14.0 million ( $5.0 million , tax effected), which may be used to offset future taxable income of the consolidated group and begins to expire in 2025. The Company expects to fully utilize the loss carryover before it expires. The net operating loss carryforward is subject to an annual limitation as to usage under Internal Revenue Code Section 382 of approximately $33.6 million . The balance in our uncertain tax liability was $4.1 million at September 30, 2016 and March 31, 2016. We recognize interest and penalties related to uncertain tax positions as a component of income tax expense. We did not incur any material interest or penalties related to income taxes in any of the periods presented. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We are involved from time to time in legal matters and other claims incidental to our business. We review outstanding claims and proceedings internally and with external counsel as necessary to assess the probability and amount of a potential loss. These assessments are re-evaluated at each reporting period and as new information becomes available to determine whether a reserve should be established or if any existing reserve should be adjusted. The actual cost of resolving a claim or proceeding ultimately may be substantially different than the amount of the recorded reserve. In addition, because it is not permissible under GAAP to establish a litigation reserve until the loss is both probable and estimable, in some cases there may be insufficient time to establish a reserve prior to the actual incurrence of the loss (upon verdict and judgment at trial, for example, or in the case of a quickly negotiated settlement). We believe the resolution of routine legal matters and other claims incidental to our business, taking our reserves into account, will not have a material adverse effect on our business, financial condition, or results of operations. Lease Commitments We have operating leases for office facilities and equipment in New York and other locations, which expire at various dates through fiscal 2022. These amounts have been included in the table below. The following summarizes future minimum lease payments for our operating leases as of September 30, 2016 : (In thousands) Year Ending March 31, Facilities Equipment Total (a) 2017 (Remaining six months ending March 31, 2017) $ 1,048 $ 76 $ 1,124 2018 2,029 152 2,181 2019 2,023 152 2,175 2020 1,848 89 1,937 2021 903 — 903 Thereafter 59 — 59 $ 7,910 $ 469 $ 8,379 (a) Minimum lease payments have not been reduced by minimum sublease rentals of $1.0 million due to us in the future under noncancelable subleases. The following schedule shows the composition of total minimum lease payments that have been reduced by minimum sublease rentals: (In thousands) September 30, 2016 March 31, 2016 Minimum lease payments $ 8,379 $ 8,434 Less: Sublease rentals (1,036 ) (1,165 ) $ 7,343 $ 7,269 Rent expense for the three months ended September 30, 2016 and 2015 was $0.5 million and $0.4 million , respectively. Rent expense for the six months ended September 30, 2016 and 2015 was $1.1 million and $0.8 million , respectively. Purchase Commitments Effective November 1, 2009, we entered into a ten year supply agreement for the exclusive manufacture of a portion of one of our Household Cleaning products. Although we are committed under the supply agreement to pay the minimum amounts set forth in the table below, the total commitment is less than 10% of the estimated purchases that we expect to make during the course of the agreement. (In thousands) Year Ending March 31, Amount 2017 (Remaining six months ending March 31, 2017) 518 2018 1,013 2019 982 2020 559 2021 — $ 3,072 |
Concentrations of Risk
Concentrations of Risk | 6 Months Ended |
Sep. 30, 2016 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Risk | Concentrations of Risk Our revenues are concentrated in the areas of OTC Healthcare and Household Cleaning products. We sell our products to mass merchandisers, food and drug stores, and convenience, dollar and club stores. During the three and six months ended September 30, 2016 , approximately 41.6% and 42.0% , respectively, of our total revenues were derived from our five top selling brands. During the three and six months ended September 30, 2015, approximately 41.7% and 42.8% , respectively, of our total revenues were derived from our five top selling brands. Two customers, Walmart and Walgreens, accounted for more than 10% of our gross revenues for each of the periods presented. Walmart accounted for approximately 21.1% and 20.9% , respectively, of our gross revenues for the three and six months ended September 30, 2016 . Walmart accounted for approximately 19.6% and 19.7% , respectively, of our gross revenues for the three and six months ended September 30, 2015. Walgreens accounted for approximately 10.7% and 10.5% of gross revenues for the three and six months ended September 30, 2016, respectively. Walgreens accounted for approximately 10.0% and 9.7% of gross revenues for the three and six months ended September 30, 2015, respectively. At September 30, 2016 , approximately 23.5% and 10.6% of accounts receivable were owed by Walmart and Walgreens, respectively. We manage product distribution in the continental United States through a third-party distribution center in St. Louis, Missouri. A serious disruption, such as a flood or fire, to the main distribution center could damage our inventories and could materially impair our ability to distribute our products to customers in a timely manner or at a reasonable cost. We could incur significantly higher costs and experience longer lead times associated with the distribution of our products to our customers during the time that it takes us to reopen or replace our distribution center. As a result, any such disruption could have a material adverse effect on our business, sales and profitability. At September 30, 2016 , we had relationships with 116 third-party manufacturers. Of those, we had long-term contracts with 49 manufacturers that produced items that accounted for approximately 78.8% of gross sales for the six months ended September 30, 2016 . At September 30, 2015 , we had relationships with 102 third-party manufacturers. Of those, we had long-term contracts with 48 manufacturers that produced items that accounted for approximately 81.3% of gross sales for the six months ended September 30, 2015 . The fact that we do not have long-term contracts with certain manufacturers means that they could cease manufacturing our products at any time and for any reason or initiate arbitrary and costly price increases, which could have a material adverse effect on our business and results from operations. Although we are in the process of negotiating long-term contracts with certain key manufacturers, we may not be able to reach a timely agreement, which could have a material adverse effect on our business and results of operations. |
Business Segments
Business Segments | 6 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments Segment information has been prepared in accordance with the Segment Reporting topic of the FASB ASC 280. Our current reportable segments consist of (i) North American OTC Healthcare, (ii) International OTC Healthcare and (iii) Household Cleaning. We evaluate the performance of our operating segments and allocate resources to these segments based primarily on contribution margin, which we define as gross profit less advertising and promotional expenses. The tables below summarize information about our reportable segments. Three Months Ended September 30, 2016 (In thousands) North American OTC International OTC Household Cleaning Consolidated Gross segment revenues $ 172,590 $ 18,802 $ 23,768 $ 215,160 Elimination of intersegment revenues (143 ) — — (143 ) Third-party segment revenues 172,447 18,802 23,768 215,017 Other revenues — 2 33 35 Total segment revenues 172,447 18,804 23,801 215,052 Cost of sales 65,402 7,096 18,589 91,087 Gross profit 107,045 11,708 5,212 123,965 Advertising and promotion 24,811 3,244 537 28,592 Contribution margin $ 82,234 $ 8,464 $ 4,675 95,373 Other operating expenses* 24,315 Operating income 71,058 Other expense 20,830 Income before income taxes 50,228 Provision for income taxes 18,033 Net income $ 32,195 *Other operating expenses for the three months ended September 30, 2016 includes a pre-tax loss on sale of assets of $0.7 million related to Pediacare , New Skin, and Fiber Choice and a pre-tax gain on sale of assets of $1.2 million associated with the sale of license rights in certain geographic areas pertaining to Comet . The assets and corresponding contribution margin associated with the pre-tax loss on sale of assets related to Pediacare , New Skin, and Fiber Choice are included within the North American OTC Healthcare segment, while the pre-tax gain on sale of license rights related to Comet are included in the Household Cleaning segment. Six Months Ended September 30, 2016 (In thousands) North American OTC International OTC Household Cleaning Consolidated Gross segment revenues $ 345,891 $ 34,602 $ 44,658 $ 425,151 Elimination of intersegment revenues (1,364 ) — — (1,364 ) Third-party segment revenues 344,527 34,602 44,658 423,787 Other revenues — 6 834 840 Total segment revenues 344,527 34,608 45,492 424,627 Cost of sales 129,636 14,044 35,391 179,071 Gross profit 214,891 20,564 10,101 245,556 Advertising and promotion 49,851 5,368 1,008 56,227 Contribution margin $ 165,040 $ 15,196 $ 9,093 189,329 Other operating expenses* 106,057 Operating income 83,272 Other expense 41,957 Income before income taxes 41,315 Provision for income taxes 14,651 Net income $ 26,664 *Other operating expenses for the six months ended September 30, 2016 includes a pre-tax loss on sale of assets of $56.2 million related to Pediacare , New Skin, and Fiber Choice and a pre-tax gain on sale of assets of $1.2 million associated with the sale of license rights in certain geographic areas pertaining to Comet . The assets and corresponding contribution margin associated with the pre-tax loss on sale of assets related to Pediacare , New Skin, and Fiber Choice are included within the North American OTC Healthcare segment, while the pre-tax gain on sale of license rights related to Comet are included in the Household Cleaning segment. Three Months Ended September 30, 2015 (In thousands) North American OTC International OTC Household Cleaning Consolidated Gross segment revenues** $ 166,886 $ 15,954 $ 23,894 $ 206,734 Elimination of intersegment revenues (1,472 ) — — (1,472 ) Third-party segment revenues 165,414 15,954 23,894 205,262 Other revenues** — 6 797 803 Total segment revenues 165,414 15,960 24,691 206,065 Cost of sales** 61,497 6,094 18,534 86,125 Gross profit 103,917 9,866 6,157 119,940 Advertising and promotion 24,440 2,777 676 27,893 Contribution margin $ 79,477 $ 7,089 $ 5,481 92,047 Other operating expenses 22,149 Operating income 69,898 Other expense 20,667 Income before income taxes 49,231 Provision for income taxes 17,428 Net income $ 31,803 Six Months Ended September 30, 2015 (In thousands) North American OTC International OTC Household Cleaning Consolidated Gross segment revenues** $ 323,978 $ 29,410 $ 45,361 $ 398,749 Elimination of intersegment revenues (2,200 ) — — (2,200 ) Third-party segment revenues 321,778 29,410 45,361 396,549 Other revenues** 15 31 1,602 1,648 Total segment revenues 321,793 29,441 46,963 398,197 Cost of sales** 119,624 11,383 35,014 166,021 Gross profit 202,169 18,058 11,949 232,176 Advertising and promotion 47,635 5,500 1,180 54,315 Contribution margin $ 154,534 $ 12,558 $ 10,769 177,861 Other operating expenses 45,458 Operating income 132,403 Other expense 43,002 Income before income taxes 89,401 Provision for income taxes 31,425 Net income $ 57,976 ** Certain immaterial amounts relating to gross segment revenues, other revenues and cost of sales for each of the three and six months ended September 30, 2015 were reclassified between the International OTC Healthcare segment and the North American OTC Healthcare segment. There were no changes to the consolidated financial statements for any periods presented. The tables below summarize information about our segment revenues from similar product groups. Three Months Ended September 30, 2016 (In thousands) North American OTC International OTC Household Consolidated Analgesics $ 29,993 $ 544 $ — $ 30,537 Cough & Cold 21,106 5,160 — 26,266 Women's Health 33,268 635 — 33,903 Gastrointestinal 16,280 6,088 — 22,368 Eye & Ear Care 22,934 2,989 — 25,923 Dermatologicals 22,952 567 — 23,519 Oral Care 24,368 2,820 — 27,188 Other OTC 1,546 1 — 1,547 Household Cleaning — — 23,801 23,801 Total segment revenues $ 172,447 $ 18,804 $ 23,801 $ 215,052 Six Months Ended September 30, 2016 (In thousands) North American OTC International OTC Household Consolidated Analgesics $ 58,119 $ 1,071 $ — $ 59,190 Cough & Cold 39,073 9,552 — 48,625 Women's Health 66,155 1,571 — 67,726 Gastrointestinal 35,386 10,344 — 45,730 Eye & Ear Care 48,941 5,785 — 54,726 Dermatologicals 45,650 1,238 — 46,888 Oral Care 48,179 5,037 — 53,216 Other OTC 3,024 10 — 3,034 Household Cleaning — — 45,492 45,492 Total segment revenues $ 344,527 $ 34,608 $ 45,492 $ 424,627 Three Months Ended September 30, 2015 (In thousands) North American OTC International OTC Household Consolidated Analgesics $ 29,694 $ 688 $ — $ 30,382 Cough & Cold 24,456 4,746 — 29,202 Women's Health 33,607 804 — 34,411 Gastrointestinal 19,061 5,342 — 24,403 Eye & Ear Care 24,163 3,578 — 27,741 Dermatologicals 23,197 611 — 23,808 Oral Care 9,733 189 — 9,922 Other OTC 1,503 2 — 1,505 Household Cleaning — — 24,691 24,691 Total segment revenues $ 165,414 $ 15,960 $ 24,691 $ 206,065 Six Months Ended September 30, 2015 (In thousands) North American OTC International OTC Household Consolidated Analgesics $ 56,542 $ 1,218 $ — $ 57,760 Cough & Cold 44,215 9,252 — 53,467 Women's Health 66,515 1,504 — 68,019 Gastrointestinal 39,381 9,150 — 48,531 Eye & Ear Care 49,223 6,780 — 56,003 Dermatologicals 43,292 1,145 — 44,437 Oral Care 19,710 383 — 20,093 Other OTC 2,915 9 — 2,924 Household Cleaning — — 46,963 46,963 Total segment revenues $ 321,793 $ 29,441 $ 46,963 $ 398,197 During the three months ended September 30, 2016 and 2015, approximately 85.8% of our total segment revenues were from customers in the United States. During the six months ended September 30, 2016 and 2015, approximately 86.7% and 86.5% , respectively, of our total segment revenues were from customers in the United States. Other than the United States, no individual geographical area accounted for more than 10% of net sales in any of the periods presented. During the three months ended September 30, 2016, our Canada and Australia sales accounted for approximately 5.4% and 5.9% , respectively, of our total segment revenues, while during the three months ended September 30, 2015, approximately 5.5% and 6.8% , respectively, of our total segment revenues were attributable to sales to Canada and Australia. During the six months ended September 30, 2016, our Canada and Australia sales accounted for approximately 5.1% and 5.5% , respectively, of our total segment revenues, while during the six months ended September 30, 2015, approximately 5.3% and 6.3% , respectively, of our total segment revenues were attributable to sales to Canada and Australia. At September 30, 2016 and March 31, 2016, approximately 95.7% of our consolidated goodwill and intangible assets were located in the United States and approximately 4.3% were located in Australia and the United Kingdom. These consolidated goodwill and intangible assets have been allocated to the reportable segments as follows: September 30, 2016 (In thousands) North American OTC International OTC Household Cleaning Consolidated Goodwill $ 322,945 $ 22,472 $ 6,245 $ 351,662 Intangible assets Indefinite-lived 1,755,636 85,520 101,262 1,942,418 Finite-lived 215,817 1,087 21,806 238,710 Intangible assets, net 1,971,453 86,607 123,068 2,181,128 Total $ 2,294,398 $ 109,079 $ 129,313 $ 2,532,790 March 31, 2016 (In thousands) North American OTC International OTC Household Consolidated Goodwill $ 330,615 $ 22,776 $ 6,800 $ 360,191 Intangible assets Indefinite-lived 1,823,873 85,901 110,272 2,020,046 Finite-lived 277,762 2,237 22,678 302,677 Intangible assets, net 2,101,635 88,138 132,950 2,322,723 Total $ 2,432,250 $ 110,914 $ 139,750 $ 2,682,914 |
Condensed Consolidating Financi
Condensed Consolidating Financial Statements | 6 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Consolidating Financial Statements | Condensed Consolidating Financial Statements As described in Note 10, Prestige Brands Holdings, Inc., together with certain of our 100% owned subsidiaries, has fully and unconditionally guaranteed, on a joint and several basis, the obligations of Prestige Brands, Inc. (a 100% owned subsidiary of the Company) set forth in the indentures governing the 2016 Senior Notes and the 2013 Senior Notes, including the obligation to pay principal and interest with respect to the 2016 Senior Notes and the 2013 Senior Notes. The 100% owned subsidiaries of the Company that have guaranteed the 2016 Senior Notes and the 2013 Senior Notes are as follows: Prestige Services Corp., Prestige Brands Holdings, Inc. (a Virginia corporation), Prestige Brands International, Inc., Medtech Holdings, Inc., Medtech Products Inc., The Cutex Company, The Spic and Span Company, Blacksmith Brands, Inc., Insight Pharmaceuticals Corporation, Insight Pharmaceuticals, LLC, Practical Health Products, Inc., and DenTek Holdings, Inc. (collectively, the "Subsidiary Guarantors"). A significant portion of our operating income and cash flow is generated by our subsidiaries. As a result, funds necessary to meet Prestige Brands, Inc.'s debt service obligations are provided in part by distributions or advances from our subsidiaries. Under certain circumstances, contractual and legal restrictions, as well as the financial condition and operating requirements of our subsidiaries, could limit Prestige Brands, Inc.'s ability to obtain cash from our subsidiaries for the purpose of meeting our debt service obligations, including the payment of principal and interest on the 2016 Senior Notes and the 2013 Senior Notes. Although holders of the 2016 Senior Notes and the 2013 Senior Notes will be direct creditors of the guarantors of the 2016 Senior Notes and the 2013 Senior Notes by virtue of the guarantees, we have indirect subsidiaries located primarily in the United Kingdom, the Netherlands and Australia (collectively, the "Non-Guarantor Subsidiaries") that have not guaranteed the 2016 Senior Notes or the 2013 Senior Notes, and such subsidiaries will not be obligated with respect to the 2016 Senior Notes or the 2013 Senior Notes. As a result, the claims of creditors of the Non-Guarantor Subsidiaries will effectively have priority with respect to the assets and earnings of such companies over the claims of the holders of the 2016 Senior Notes and the 2013 Senior Notes. Presented below are supplemental Condensed Consolidating Balance Sheets as of September 30, 2016 and March 31, 2016 , Condensed Consolidating Statements of Income and Comprehensive Income for the three and six months ended September 30, 2016 and 2015 , and Condensed Consolidating Statements of Cash Flows for the six months ended September 30, 2016 and 2015 . Such consolidating information includes separate columns for: a) Prestige Brands Holdings, Inc., the parent, b) Prestige Brands, Inc., the Issuer or the Borrower, c) Combined Subsidiary Guarantors, d) Combined Non-Guarantor Subsidiaries, and e) Elimination entries necessary to consolidate the Company and all of its subsidiaries. The Condensed Consolidating Financial Statements are presented using the equity method of accounting for investments in our 100% owned subsidiaries. Under the equity method, the investments in subsidiaries are recorded at cost and adjusted for our share of the subsidiaries' cumulative results of operations, capital contributions, distributions and other equity changes. The elimination entries principally eliminate investments in subsidiaries and intercompany balances and transactions. The financial information in this note should be read in conjunction with the Consolidated Financial Statements presented and other notes related thereto contained in this Quarterly Report on Form 10-Q. In the second quarter of fiscal 2017, the Company determined that it had incorrectly recorded certain intercompany transactions relating to the first quarter of fiscal 2017 in the condensed consolidating financial statements. This resulted in an overstatement of equity in earnings of subsidiaries for Prestige Brands, Inc. (the “Issuer”) of $44.6 million and a net understatement of equity in earnings of subsidiaries for the eliminations of $44.6 million for the three months ended June 30, 2016.This item also resulted in corresponding adjustments to the investments in subsidiaries on the condensed consolidating balance sheet as of June 30, 2016 and adjustments to net income (loss) and equity in income of subsidiaries in the condensed consolidating statement of cash flows, although net cash provided by (used in) operating activities for the three months ended June 30, 2016 remained unchanged. These errors had no impact to the Company's consolidated balance sheet, consolidated statement of income or consolidated statement of cash flows. The Company assessed the materiality of these errors on the previously issued interim financial statements in accordance with SEC Staff Accounting Bulletin No. 99 and No. 108, and concluded that the errors were not material to the consolidated financial statements for the three months ended June 30, 2016. The Company appropriately reflected the intercompany transactions in the condensed consolidating financial statements for the six months ended September 30, 2016 and plans to revise the comparative presentation of the condensed consolidating financial statements for the period ended June 30, 2016 in future filings. Condensed Consolidating Statements of Income and Comprehensive Income Three Months Ended September 30, 2016 (In thousands) Prestige Brands Holdings, Inc. Prestige Brands, Inc., the issuer Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Revenues Net sales $ — $ 26,013 $ 171,791 $ 17,358 $ (145 ) $ 215,017 Other revenues — 72 33 494 (564 ) 35 Total revenues — 26,085 171,824 17,852 (709 ) 215,052 Cost of Sales Cost of sales (exclusive of depreciation shown below) — 11,066 74,380 6,478 (837 ) 91,087 Gross profit — 15,019 97,444 11,374 128 123,965 Operating Expenses Advertising and promotion — 3,751 21,619 3,222 — 28,592 General and administrative 1,801 1,762 13,302 1,930 — 18,795 Depreciation and amortization 832 151 4,917 116 — 6,016 (Gain) loss on sale of assets — (496 ) — — (496 ) Total operating expenses 2,633 5,664 39,342 5,268 — 52,907 Operating income (loss) (2,633 ) 9,355 58,102 6,106 128 71,058 Other (income) expense Interest income (12,077 ) (21,459 ) (1,292 ) (156 ) 34,938 (46 ) Interest expense 8,502 20,882 25,138 1,292 (34,938 ) 20,876 Equity in (income) loss of subsidiaries (32,028 ) (27,020 ) (3,601 ) — 62,649 — Total other expense (income) (35,603 ) (27,597 ) 20,245 1,136 62,649 20,830 Income (loss) before income taxes 32,970 36,952 37,857 4,970 (62,521 ) 50,228 Provision for income taxes 775 3,526 12,363 1,369 — 18,033 Net income (loss) $ 32,195 $ 33,426 $ 25,494 $ 3,601 $ (62,521 ) $ 32,195 Comprehensive (loss) income, net of tax: Currency translation adjustments 2,703 2,703 2,703 2,703 (8,109 ) 2,703 Total other comprehensive (loss) income 2,703 2,703 2,703 2,703 (8,109 ) 2,703 Comprehensive (loss) income $ 34,898 $ 36,129 $ 28,197 $ 6,304 $ (70,630 ) $ 34,898 Condensed Consolidating Statements of Income and Comprehensive Income Six Months Ended September 30, 2016 (In thousands) Prestige Brands Holdings, Inc. Prestige Brands, Inc., the issuer Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Revenues Net sales $ — $ 53,972 $ 339,996 $ 31,184 $ (1,365 ) $ 423,787 Other revenues — 147 834 980 (1,121 ) 840 Total revenues — 54,119 340,830 32,164 (2,486 ) 424,627 Cost of Sales Cost of sales (exclusive of depreciation shown below) — 23,152 145,842 12,478 (2,401 ) 179,071 Gross profit — 30,967 194,988 19,686 (85 ) 245,556 Operating Expenses Advertising and promotion — 8,496 42,423 5,308 — 56,227 General and administrative 3,738 3,950 27,616 2,948 — 38,252 Depreciation and amortization 1,752 302 10,550 244 — 12,848 Loss on sale of assets — 54,957 — — 54,957 Total operating expenses 5,490 12,748 135,546 8,500 — 162,284 Operating income (loss) (5,490 ) 18,219 59,442 11,186 (85 ) 83,272 Other (income) expense Interest income (24,044 ) (42,721 ) (2,566 ) (315 ) 69,543 (103 ) Interest expense 16,942 42,056 50,039 2,566 (69,543 ) 42,060 Equity in (income) loss of subsidiaries (26,290 ) (13,761 ) (6,677 ) — 46,728 — Total other expense (income) (33,392 ) (14,426 ) 40,796 2,251 46,728 41,957 Income (loss) before income taxes 27,902 32,645 18,646 8,935 (46,813 ) 41,315 Provision for income taxes 1,238 6,704 4,451 2,258 — 14,651 Net income (loss) $ 26,664 $ 25,941 $ 14,195 $ 6,677 $ (46,813 ) $ 26,664 Comprehensive (loss) income, net of tax: Currency translation adjustments (3,121 ) (3,121 ) (3,121 ) (3,121 ) 9,363 (3,121 ) Total other comprehensive (loss) income (3,121 ) (3,121 ) (3,121 ) (3,121 ) 9,363 (3,121 ) Comprehensive (loss) income $ 23,543 $ 22,820 $ 11,074 $ 3,556 $ (37,450 ) $ 23,543 Condensed Consolidating Statements of Income and Comprehensive Income Three Months Ended September 30, 2015 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Revenues Net sales $ — $ 27,957 $ 164,772 $ 14,005 $ (1,472 ) $ 205,262 Other revenues — 79 798 543 (617 ) 803 Total revenues — 28,036 165,570 14,548 (2,089 ) 206,065 Cost of Sales Cost of sales (exclusive of depreciation shown below) — 10,868 72,120 4,952 (1,815 ) 86,125 Gross profit — 17,168 93,450 9,596 (274 ) 119,940 Operating Expenses Advertising and promotion — 3,204 21,933 2,756 — 27,893 General and administrative 1,199 1,300 12,912 1,051 — 16,462 Depreciation and amortization 1,030 147 4,447 63 — 5,687 Total operating expenses 2,229 4,651 39,292 3,870 — 50,042 Operating income (loss) (2,229 ) 12,517 54,158 5,726 (274 ) 69,898 Other (income) expense Interest income (12,161 ) (21,607 ) (1,169 ) (126 ) 35,030 (33 ) Interest expense 8,964 20,303 25,294 1,169 (35,030 ) 20,700 Equity in (income) loss of subsidiaries (31,441 ) (19,746 ) (3,385 ) — 54,572 — Total other (income) expense (34,638 ) (21,050 ) 20,740 1,043 54,572 20,667 Income (loss) before income taxes 32,409 33,567 33,418 4,683 (54,846 ) 49,231 Provision for income taxes 606 4,892 10,632 1,298 — 17,428 Net income (loss) $ 31,803 $ 28,675 $ 22,786 $ 3,385 $ (54,846 ) $ 31,803 Comprehensive (loss) income, net of tax: Currency translation adjustments (11,079 ) (11,079 ) (11,079 ) (11,079 ) 33,237 (11,079 ) Total other comprehensive (loss) income (11,079 ) (11,079 ) (11,079 ) (11,079 ) 33,237 (11,079 ) Comprehensive income (loss) $ 20,724 $ 17,596 $ 11,707 $ (7,694 ) $ (21,609 ) $ 20,724 Condensed Consolidating Statements of Income and Comprehensive Income Six Months Ended September 30, 2015 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Revenues Net sales $ — $ 55,840 $ 317,296 $ 25,613 $ (2,200 ) $ 396,549 Other revenues — 175 1,617 1,041 (1,185 ) 1,648 Total revenues — 56,015 318,913 26,654 (3,385 ) 398,197 Cost of Sales Cost of sales (exclusive of depreciation shown below) — 21,309 138,498 9,360 (3,146 ) 166,021 Gross profit — 34,706 180,415 17,294 (239 ) 232,176 Operating Expenses Advertising and promotion — 5,721 43,161 5,433 — 54,315 General and administrative 2,514 3,855 24,863 2,819 — 34,051 Depreciation and amortization 2,019 293 8,892 203 — 11,407 Total operating expenses 4,533 9,869 76,916 8,455 — 99,773 Operating income (loss) (4,533 ) 24,837 103,499 8,839 (239 ) 132,403 Other (income) expense Interest income (24,210 ) (43,015 ) (2,389 ) (238 ) 69,792 (60 ) Interest expense 17,454 42,211 50,349 2,389 (69,792 ) 42,611 Loss on extinguishment of debt — 451 — — — 451 Equity in (income) loss of subsidiaries (56,747 ) (36,701 ) (4,835 ) — 98,283 — Total other (income) expense (63,503 ) (37,054 ) 43,125 2,151 98,283 43,002 Income (loss) before income taxes 58,970 61,891 60,374 6,688 (98,522 ) 89,401 Provision for income taxes 994 8,917 19,661 1,853 — 31,425 Net income (loss) $ 57,976 $ 52,974 $ 40,713 $ 4,835 $ (98,522 ) $ 57,976 Comprehensive (loss) income, net of tax: Currency translation adjustments (11,484 ) (11,484 ) (11,484 ) (11,484 ) 34,452 (11,484 ) Total other comprehensive (loss) income (11,484 ) (11,484 ) (11,484 ) (11,484 ) 34,452 (11,484 ) Comprehensive income (loss) $ 46,492 $ 41,490 $ 29,229 $ (6,649 ) $ (64,070 ) $ 46,492 Condensed Consolidating Balance Sheet September 30, 2016 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets Cash and cash equivalents $ 8,168 $ — $ 292 $ 21,998 $ — $ 30,458 Accounts receivable, net — 11,677 67,356 13,836 — 92,869 Inventories — 12,910 75,088 10,578 (617 ) 97,959 Deferred income tax assets 297 807 8,652 890 — 10,646 Prepaid expenses and other current assets 2,189 546 7,926 680 — 11,341 Assets held for sale — — 36,400 — — 36,400 Total current assets 10,654 25,940 195,714 47,982 (617 ) 279,673 Property and equipment, net 7,963 314 4,889 566 — 13,732 Goodwill — 66,007 263,183 22,472 — 351,662 Intangible assets, net — 191,521 1,901,899 87,708 — 2,181,128 Other long-term assets 2,500 2,283 — — — 4,783 Intercompany receivables 1,478,481 2,573,184 1,461,115 12,506 (5,525,286 ) — Investment in subsidiary 1,665,764 1,538,358 83,983 — (3,288,105 ) — Total Assets $ 3,165,362 $ 4,397,607 $ 3,910,783 $ 171,234 $ (8,814,008 ) $ 2,830,978 Liabilities and Stockholders' Equity Current liabilities Accounts payable $ 2,643 $ 9,422 $ 24,097 $ 2,879 $ — $ 39,041 Accrued interest payable — 8,264 — — — 8,264 Other accrued liabilities 11,731 1,841 47,137 6,297 — 67,006 Total current liabilities 14,374 19,527 71,234 9,176 — 114,311 Long-term debt Principal amount — 1,502,000 — — — 1,502,000 Less unamortized debt costs — (22,337 ) — — — (22,337 ) Long-term debt, net — 1,479,663 — — — 1,479,663 Deferred income tax liabilities — 61,046 398,108 373 — 459,527 Other long-term liabilities — 2,682 155 — 2,837 Intercompany payables 2,376,348 1,246,668 1,821,773 80,497 (5,525,286 ) — Total Liabilities 2,390,722 2,806,904 2,293,797 90,201 (5,525,286 ) 2,056,338 Stockholders' Equity Common stock 532 — — — — 532 Additional paid-in capital 453,336 1,280,947 1,359,921 78,774 (2,719,642 ) 453,336 Treasury stock, at cost (6,558 ) — — — — (6,558 ) Accumulated other comprehensive (loss) income, net of tax (26,646 ) (26,646 ) (26,646 ) (26,646 ) 79,938 (26,646 ) Retained earnings (accumulated deficit) 353,976 336,402 283,711 28,905 (649,018 ) 353,976 Total Stockholders' Equity 774,640 1,590,703 1,616,986 81,033 (3,288,722 ) 774,640 Total Liabilities and Stockholders' Equity $ 3,165,362 $ 4,397,607 $ 3,910,783 $ 171,234 $ (8,814,008 ) $ 2,830,978 Condensed Consolidating Balance Sheet March 31, 2016 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets Cash and cash equivalents $ 4,440 $ — $ 2,899 $ 19,891 $ — $ 27,230 Accounts receivable, net — 12,025 74,446 8,776 — 95,247 Inventories — 9,411 72,296 10,088 (532 ) 91,263 Deferred income tax assets 316 681 8,293 818 — 10,108 Prepaid expenses and other current assets 15,311 257 8,379 1,218 — 25,165 Total current assets 20,067 22,374 166,313 40,791 (532 ) 249,013 Property and equipment, net 9,166 210 5,528 636 — 15,540 Goodwill — 66,007 271,409 22,775 — 360,191 Intangible assets, net — 191,789 2,042,640 88,294 — 2,322,723 Other long-term assets — 1,324 — — — 1,324 Intercompany receivables 1,457,011 2,703,192 1,083,488 10,738 (5,254,429 ) — Investment in subsidiary 1,641,477 1,527,718 81,545 — (3,250,740 ) — Total Assets $ 3,127,721 $ 4,512,614 $ 3,650,923 $ 163,234 $ (8,505,701 ) $ 2,948,791 Liabilities and Stockholders' Equity Current liabilities Accounts payable $ 2,914 $ 7,643 $ 24,437 $ 3,302 $ — $ 38,296 Accrued interest payable — 8,664 — — — 8,664 Other accrued liabilities 12,285 1,714 38,734 6,991 — 59,724 Total current liabilities 15,199 18,021 63,171 10,293 — 106,684 Long-term debt Principal amount — 1,652,500 — — — 1,652,500 Less unamortized debt costs — (27,191 ) — — — (27,191 ) Long-term debt, net — 1,625,309 — — — 1,625,309 Deferred income tax liabilities — 60,317 408,893 412 — 469,622 Other long-term liabilities — — 2,682 158 — 2,840 Intercompany payables 2,368,186 1,241,084 1,570,265 74,894 (5,254,429 ) — Total Liabilities 2,383,385 2,944,731 2,045,011 85,757 (5,254,429 ) 2,204,455 Stockholders' Equity Common stock 530 — — — — 530 Additional paid-in capital 445,182 1,280,947 1,359,921 78,774 (2,719,642 ) 445,182 Treasury stock, at cost (5,163 ) — — — — (5,163 ) Accumulated other comprehensive income (loss), net of tax (23,525 ) (23,525 ) (23,525 ) (23,525 ) 70,575 (23,525 ) Retained earnings (accumulated deficit) 327,312 310,461 269,516 22,228 (602,205 ) 327,312 Total Stockholders' Equity 744,336 1,567,883 1,605,912 77,477 (3,251,272 ) 744,336 Total Liabilities and Stockholders' Equity $ 3,127,721 $ 4,512,614 $ 3,650,923 $ 163,234 $ (8,505,701 ) $ 2,948,791 Condensed Consolidating Statement of Cash Flows Six Months Ended September 30, 2016 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Operating Activities Net income (loss) $ 26,664 $ 25,941 $ 14,195 $ 6,677 $ (46,813 ) $ 26,664 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and amortization 1,752 302 10,550 244 — 12,848 Loss on sales of intangible assets and property and equipment — 55,112 — — 55,112 Deferred income taxes 19 603 (11,144 ) (80 ) — (10,602 ) Amortization of debt origination costs — 5,097 — — — 5,097 Stock-based compensation costs 3,933 — — — — 3,933 Equity in income of subsidiaries (26,290 ) (13,761 ) (6,677 ) — 46,728 — Changes in operating assets and liabilities, net of effects from acquisitions: Accounts receivable — 348 7,090 (7,082 ) — 356 Inventories — (3,499 ) (6,596 ) (653 ) 85 (10,663 ) Prepaid expenses and other current assets 10,622 (289 ) (735 ) 514 — 10,112 Accounts payable (297 ) 1,779 (164 ) (498 ) — 820 Accrued liabilities (554 ) (273 ) 8,284 (852 ) — 6,605 Net cash provided by (used in) operating activities 15,849 16,248 69,915 (1,730 ) — 100,282 Investing Activities Purchases of property and equipment (395 ) (138 ) (785 ) (86 ) — (1,404 ) Proceeds from sales of intangible assets — — 52,353 — — 52,353 Proceeds from the sale of property and equipment — — 75 — — 75 Net cash provided by (used in) investing activities (395 ) (138 ) 51,643 (86 ) — 51,024 Financing Activities Term loan repayments — (130,500 ) — — — (130,500 ) Borrowings under revolving credit agreement — 20,000 — — — 20,000 Repayments under revolving credit agreement — (40,000 ) — — — (40,000 ) Payments of debt origination costs — (9 ) — — — (9 ) Proceeds from exercise of stock options 3,423 — — — — 3,423 Excess tax benefits from share-based awards 800 — — — — 800 Fair value of shares surrendered as payment of tax withholding (1,395 ) — — — — (1,395 ) Intercompany activity, net (14,554 ) 134,399 (124,165 ) 4,320 — — Net cash (used in) provided by financing activities (11,726 ) (16,110 ) (124,165 ) 4,320 — (147,681 ) Effect of exchange rate changes on cash and cash equivalents — — — (397 ) — (397 ) Increase (decrease) in cash and cash equivalents 3,728 — (2,607 ) 2,107 — 3,228 Cash and cash equivalents - beginning of period 4,440 — 2,899 19,891 — 27,230 Cash and cash equivalents - end of period $ 8,168 $ — $ 292 $ 21,998 $ — $ 30,458 Condensed Consolidating Statement of Cash Flows Six Months Ended September 30, 2015 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Operating Activities Net income (loss) $ 57,976 $ 52,974 $ 40,713 $ 4,835 $ (98,522 ) $ 57,976 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 2,019 293 8,892 203 — 11,407 Gain on sale of property and equipment — — — (36 ) — (36 ) Deferred income taxes 171 254 21,506 54 — 21,985 Amortization of debt origination costs — 4,055 — — — 4,055 Stock-based compensation costs 4,993 — — 41 — 5,034 Loss on extinguishment of debt — 451 — — — 451 Equity in income of subsidiaries (56,747 ) (36,701 ) (4,835 ) — 98,283 — Changes in operating assets and liabilities, net of effects from acquisitions: Accounts receivable — 1,729 (3,550 ) (2,097 ) — (3,918 ) Inventories — (1,017 ) (2,177 ) (883 ) 239 (3,838 ) Prepaid expenses and other current assets 3,166 (402 ) 660 12 — 3,436 Accounts payable 269 624 (3,343 ) (2,069 ) — (4,519 ) Accrued liabilities (2,503 ) (1,094 ) 1,012 1,142 — (1,443 ) Net cash provided by operating activities 9,344 21,166 58,878 1,202 — 90,590 Investing Activities Purchases of property and equipment (1,107 ) (93 ) (103 ) (380 ) — (1,683 ) Proceeds from the sale of property and equipment — — — 344 — 344 Net cash used in investing activities (1,107 ) (93 ) (103 ) (36 ) — (1,339 ) Financing Activities Term loan repayments — (50,000 ) — — — (50,000 ) Borrowings under revolving credit agreement — 15,000 — — — 15,000 Repayments under revolving credit agreement — (55,000 ) — — — (55,000 ) Payments of debt origination costs — (4,211 ) — — — (4,211 ) Proceeds from exercise of stock options 6,398 — — — — 6,398 Proceeds from restricted stock exercises 544 — — — — 544 Excess tax benefits from share-based awards 1,850 — — — — 1,850 Fair value of shares surrendered as payment of tax withholding (2,187 ) — — — — (2,187 ) Intercompany activity, net (15,675 ) 73,138 (58,775 ) 1,312 — — Net cash (used in) provided by financing activities (9,070 ) (21,073 ) (58,775 ) 1,312 — (87,606 ) Effect of exchange rate changes on cash and cash equivalents — — — (811 ) — (811 ) Increase (decrease) in cash and cash equivalents (833 ) — — 1,667 — 834 Cash and cash equivalents - beginning of period 11,387 — — 9,931 — 21,318 Cash and cash equivalents - end of period $ 10,554 $ — $ — $ 11,598 $ — $ 22,152 |
Business and Basis of Present26
Business and Basis of Presentation (Policies) | 6 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited Consolidated Financial Statements presented herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. All significant intercompany transactions and balances have been eliminated in these Consolidated Financial Statements. In the opinion of management, these Consolidated Financial Statements include all adjustments, consisting of normal recurring adjustments, that are considered necessary for a fair statement of our consolidated financial position, results of operations and cash flows for the interim periods presented. Our fiscal year ends on March 31 st of each year. References in these Consolidated Financial Statements or related notes to a year (e.g., “2017”) mean our fiscal year ending or ended on March 31 st of that year. Operating results for the three and six months ended September 30, 2016 are not necessarily indicative of results that may be expected for the fiscal year ending March 31, 2017 . These unaudited Consolidated Financial Statements and related notes should be read in conjunction with our audited Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2016 . |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on our knowledge of current events and actions that we may undertake in the future, actual results could differ from those estimates. As discussed below, our most significant estimates include those made in connection with the valuation of intangible assets, stock-based compensation, fair value of debt, sales returns and allowances, trade promotional allowances and inventory obsolescence, and the recognition of income taxes using an estimated annual effective tax rate. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all short-term deposits and investments with original maturities of three months or less to be cash equivalents. Substantially all of our cash is held by a large regional bank with headquarters in California. We do not believe that, as a result of this concentration, we are subject to any unusual financial risk beyond the normal risk associated with commercial banking relationships. The Federal Deposit Insurance Corporation (“FDIC”) and Securities Investor Protection Corporation (“SIPC”) insure these balances up to $250,000 and $500,000, with a $250,000 limit for cash, respectively. Substantially all of the Company's cash balances at September 30, 2016 are uninsured, and approximately 27.8% of our consolidated cash balances at September 30, 2016 are located in the United States. |
Accounts Receivable | Accounts Receivable We extend non-interest-bearing trade credit to our customers in the ordinary course of business. We maintain an allowance for doubtful accounts receivable based upon historical collection experience and expected collectability of the accounts receivable. In an effort to reduce credit risk, we (i) have established credit limits for all of our customer relationships, (ii) perform ongoing credit evaluations of customers' financial condition, (iii) monitor the payment history and aging of customers' receivables, and (iv) monitor open orders against an individual customer's outstanding receivable balance. |
Inventories | Inventories Inventories are stated at the lower of cost or market value, with cost determined by using the first-in, first-out method. We reduce inventories for diminution of value resulting from product obsolescence, damage or other issues affecting marketability, equal to the difference between the cost of the inventory and its estimated market value. Factors utilized in the determination of estimated market value include: (i) current sales data and historical return rates, (ii) estimates of future demand, (iii) competitive pricing pressures, (iv) new product introductions, (v) product expiration dates, and (vi) component and packaging obsolescence. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost and are depreciated using the straight-line method based on the following estimated useful lives: Years Machinery 5 Computer equipment and software 3 Furniture and fixtures 7 Leasehold improvements * *Leasehold improvements are amortized over the lesser of the term of the lease or the estimated useful life of the related asset. Expenditures for maintenance and repairs are charged to expense as incurred. When an asset is sold or otherwise disposed of, we remove the cost and associated accumulated depreciation from the respective accounts and recognize the resulting gain or loss in the Consolidated Statements of Income and Comprehensive Income. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. An impairment loss is recognized if the carrying amount of the asset exceeds its fair value. |
Goodwill | Goodwill The excess of the purchase price over the fair market value of assets acquired and liabilities assumed in business combinations is classified as goodwill. Goodwill is not amortized, although the carrying value is tested for impairment at least annually in the fourth fiscal quarter of each year, or more frequently if events or changes in circumstances indicate that the asset may be impaired. Goodwill is tested for impairment at the product group level, which is one level below the operating segment level. |
Intangible Assets | Intangible Assets Intangible assets, which are comprised primarily of trademarks, are stated at cost less accumulated amortization. For intangible assets with finite lives, amortization is computed using the straight-line method over estimated useful lives, typically ranging from 10 to 30 years. Indefinite-lived intangible assets are tested for impairment at least annually in the fourth fiscal quarter of each year, or more frequently if events or changes in circumstances indicate that the asset may be impaired. Intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may exceed their fair values and may not be recoverable. An impairment loss is recognized if the carrying amount of the asset exceeds its fair value. |
Debt Origination Costs | Debt Origination Costs We have incurred debt origination costs in connection with the issuance of our long-term debt. These costs are amortized over the term of the related debt, using the effective interest method for our bonds and our term loan facility and the straight-line method for our revolving credit facility. |
Revenue Recognition | Revenue Recognition Revenues are recognized when the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the selling price is fixed or determinable, (iii) the product has been shipped and the customer takes ownership and assumes the risk of loss, and (iv) collection of the resulting receivable is reasonably assured. We have determined that these criteria are met and the transfer of the risk of loss generally occurs when the product is received by the customer, and, accordingly, we recognize revenue at that time. Provisions are made for estimated discounts related to customer payment terms and estimated product returns at the time of sale based on our historical experience. As is customary in the consumer products industry, we participate in the promotional programs of our customers to enhance the sale of our products. The cost of these promotional programs varies based on the actual number of units sold during a finite period of time. These promotional programs consist of direct-to-consumer incentives, such as coupons and temporary price reductions, as well as incentives to our customers, such as allowances for new distribution, including slotting fees, and cooperative advertising. Estimates of the costs of these promotional programs are based on (i) historical sales experience, (ii) the current promotional offering, (iii) forecasted data, (iv) current market conditions, and (v) communication with customer purchasing/marketing personnel. We recognize the cost of such sales incentives by recording an estimate of such cost as a reduction of revenue, at the later of (a) the date the related revenue is recognized, or (b) the date when a particular sales incentive is offered. At the completion of a promotional program, the estimated amounts are adjusted to actual results. Due to the nature of the consumer products industry, we are required to estimate future product returns. Accordingly, we record an estimate of product returns concurrent with recording sales, which is made after analyzing (i) historical return rates, (ii) current economic trends, (iii) changes in customer demand, (iv) product acceptance, (v) seasonality of our product offerings, and (vi) the impact of changes in product formulation, packaging and advertising. |
Cost of Sales | Cost of Sales Cost of sales includes product costs, warehousing costs, inbound and outbound shipping costs, and handling and storage costs. |
Advertising and Promotion Costs | Advertising and Promotion Costs Advertising and promotion costs are expensed as incurred. Allowances for distribution costs associated with products, including slotting fees, are recognized as a reduction of sales. Under these new distribution arrangements, the retailers allow our products to be placed on the stores' shelves in exchange for such fees. |
Stock-based Compensation | Stock-based Compensation We recognize stock-based compensation by measuring the cost of services to be rendered based on the grant-date fair value of the equity award. Compensation expense is recognized over the period a grantee is required to provide service in exchange for the award, generally referred to as the requisite service period. |
Income Taxes | Income Taxes Deferred tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is established when necessary to reduce deferred tax assets to the amounts expected to be realized. The Income Taxes topic of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 740 prescribes a recognition threshold and measurement attributes for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance only allows the recognition of those tax benefits that have a greater than 50% likelihood of being sustained upon examination by the various taxing authorities. As a result, we have applied such guidance in determining our tax uncertainties. We are subject to taxation in the United States and various state and foreign jurisdictions. We classify penalties and interest related to unrecognized tax benefits as income tax expense in the Consolidated Statements of Income and Comprehensive Income. |
Earnings Per Share | Earnings Per Share Basic earnings per share is calculated based on income available to common stockholders and the weighted-average number of shares outstanding during the reporting period. Diluted earnings per share is calculated based on income available to common stockholders and the weighted-average number of common and potential common shares outstanding during the reporting period. Potential common shares, composed of the incremental common shares issuable upon the exercise of outstanding stock options and unvested restricted stock units, are included in the earnings per share calculation to the extent that they are dilutive. In loss periods, the assumed exercise of in-the-money stock options and restricted stock units has an anti-dilutive effect, and therefore these instruments are excluded from the computation of diluted earnings per share. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In August 2016, the FASB issued Accounting Standards Update ("ASU") 2016-15, Classification of Certain Cash Receipts and Cash Payments . The amendments in this update provide clarification and guidance on eight cash flow classification issues. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The adoption of ASU 2016-15 is not expected to have a material impact on our Consolidated Financial Statements. In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers . The amendments do not change the core principle of the guidance in FASB ASC 606, discussed below. Rather, the amendments in this update affect only certain narrow aspects of FASB ASC 606. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements of ASU 2014-09 described below. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers . The amendments in this update clarify the implementation guidance on identifying performance obligations and licensing in FASB ASC 606. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements of ASU 2014-09 described below. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting . The amendments in this update involve several aspects of accounting for share-based payment transactions, including income tax consequences, classification of awards, and classification on the statement of cash flows. For public business entities, the amendments in this update are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers . The amendments in this update clarify the implementation guidance on principals versus agent considerations in FASB ASC 606. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements of ASU 2014-09 described below. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In February 2016, the FASB issued ASU 2016-02, Leases. The amendments in this update include a new FASB ASC Topic 842, which supersedes Topic 840. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted for all entities as of the beginning of interim or annual reporting periods. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes . The amendments in this update require that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The amendments in this update may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. For public business entities, the amendments in this update are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early application is permitted for all entities as of the beginning of interim or annual reporting periods. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory . The amendments in this update more closely align the measurement of inventory in GAAP with the measurement of inventory in International Financial Reporting Standards, under which an entity should measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. For public business entities, the amendments are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The adoption of ASU 2015-11 is not expected to have a material impact on our Consolidated Financial Statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers - Topic 606 , which supersedes the revenue recognition requirements in FASB ASC 605. The new guidance primarily states that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. In August 2015, the FASB issued ASU 2015-14, which deferred the effective date of ASU 2014-09 from annual and interim periods beginning after December 15, 2016 to annual and interim periods beginning after December 15, 2017. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. We are evaluating the impact of adopting this guidance on our Consolidated Financial Statements. |
Business and Basis of Present27
Business and Basis of Presentation (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Property and Equipment | Property and equipment are stated at cost and are depreciated using the straight-line method based on the following estimated useful lives: Years Machinery 5 Computer equipment and software 3 Furniture and fixtures 7 Leasehold improvements * *Leasehold improvements are amortized over the lesser of the term of the lease or the estimated useful life of the related asset. Property and equipment consist of the following: (In thousands) September 30, March 31, Components of Property and Equipment Machinery $ 8,122 $ 7,734 Computer equipment 12,928 12,793 Furniture and fixtures 2,501 2,445 Leasehold improvements 7,372 7,389 30,923 30,361 Accumulated depreciation (17,191 ) (14,821 ) Property and equipment, net $ 13,732 $ 15,540 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Allocation of Assets Acquired and Liabilities Assumed | The following table summarizes our preliminary allocation of the assets acquired and liabilities assumed as of the February 5, 2016 acquisition date. (In thousands) February 5, 2016 Cash acquired $ 1,359 Accounts receivable 9,187 Inventories 14,304 Deferred income taxes 3,303 Prepaids and other current assets 6,728 Property, plant and equipment, net 3,555 Goodwill 76,529 Intangible assets, net 206,700 Total assets acquired 321,665 Accounts payable 3,261 Accrued expenses 16,488 Deferred income tax liabilities - long term 73,573 Total liabilities assumed 93,322 Total purchase price $ 228,343 |
Divestitures and Assets Held 29
Divestitures and Assets Held For Sale (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Divestitures | The following table sets forth the components of the assets sold and the pre-tax loss recognized on the sale. (In thousands) July 7, Components of assets sold: Inventory $ 2,380 Intangible assets, net 91,208 Goodwill 2,920 Assets sold 96,508 Total purchase price to be received 42,380 54,128 Costs to sell 2,018 Pre-tax loss on sale $ 56,146 As such, we expect to conclude this transaction by March 31, 2017 and the following table sets forth the assets held for sale as of September 30, 2016 related to our Dermoplast brand. (In thousands) September 30, Components of assets held for sale: Inventory $ 619 Intangible assets, net 31,030 Goodwill 4,751 Assets Held for Sale $ 36,400 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts receivable consist of the following: (In thousands) September 30, March 31, Components of Accounts Receivable Trade accounts receivable $ 103,744 $ 105,592 Other receivables 1,011 1,261 104,755 106,853 Less allowances for discounts, returns and uncollectible accounts (11,886 ) (11,606 ) Accounts receivable, net $ 92,869 $ 95,247 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories consist of the following: (In thousands) September 30, March 31, Components of Inventories Packaging and raw materials $ 7,552 $ 7,563 Finished goods 90,407 83,700 Inventories $ 97,959 $ 91,263 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment are stated at cost and are depreciated using the straight-line method based on the following estimated useful lives: Years Machinery 5 Computer equipment and software 3 Furniture and fixtures 7 Leasehold improvements * *Leasehold improvements are amortized over the lesser of the term of the lease or the estimated useful life of the related asset. Property and equipment consist of the following: (In thousands) September 30, March 31, Components of Property and Equipment Machinery $ 8,122 $ 7,734 Computer equipment 12,928 12,793 Furniture and fixtures 2,501 2,445 Leasehold improvements 7,372 7,389 30,923 30,361 Accumulated depreciation (17,191 ) (14,821 ) Property and equipment, net $ 13,732 $ 15,540 |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Reconciliation of the Activity Affecting Goodwill | A reconciliation of the activity affecting goodwill by operating segment is as follows: (In thousands) North American OTC Healthcare International OTC Healthcare Household Cleaning Consolidated Balance — March 31, 2016 $ 330,615 $ 22,776 $ 6,800 $ 360,191 Reductions (7,670 ) — (555 ) (8,225 ) Effects of foreign currency exchange rates — (304 ) — (304 ) Balance — September 30, 2016 $ 322,945 $ 22,472 $ 6,245 $ 351,662 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Reconciliation of the Activity Affecting Intangible Assets | A reconciliation of the activity affecting intangible assets is as follows: (In thousands) Indefinite Lived Trademarks Finite Lived Totals Gross Carrying Amounts Balance — March 31, 2016 $ 2,020,046 $ 417,880 $ 2,437,926 Reductions (77,248 ) (60,103 ) (137,351 ) Effects of foreign currency exchange rates (380 ) (103 ) (483 ) Balance — September 30, 2016 1,942,418 357,674 2,300,092 Accumulated Amortization Balance — March 31, 2016 — 115,203 115,203 Additions — 9,865 9,865 Reductions — (6,102 ) (6,102 ) Effects of foreign currency exchange rates — (2 ) (2 ) Balance — September 30, 2016 — 118,964 118,964 Intangible assets, net - September 30, 2016 $ 1,942,418 $ 238,710 $ 2,181,128 Intangible Assets, net by Reportable Segment: North American OTC Healthcare $ 1,755,636 $ 215,817 $ 1,971,453 International OTC Healthcare 85,520 1,087 86,607 Household Cleaning 101,262 21,806 123,068 Intangible assets, net - September 30, 2016 $ 1,942,418 $ 238,710 $ 2,181,128 |
Schedule of Expected Amortization Expense | At September 30, 2016 , finite-lived intangible assets are being amortized over a period of 10 to 30 years, and the associated amortization expense is expected to be as follows: (In thousands) Year Ending March 31, Amount 2017 (Remaining six months ending March 31, 2017) $ 9,113 2018 18,062 2019 18,062 2020 18,062 2021 17,640 Thereafter 157,771 $ 238,710 |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Payables and Accruals [Abstract] | |
Other Accrued Liabilities | Other accrued liabilities consist of the following: (In thousands) September 30, March 31, Accrued marketing costs $ 29,938 $ 26,373 Accrued compensation costs 5,572 9,574 Accrued broker commissions 965 1,497 Income taxes payable 10,284 3,675 Accrued professional fees 3,050 1,787 Deferred rent 690 836 Accrued production costs 3,023 3,324 Accrued lease termination costs 384 448 Income tax related payable 6,354 6,354 Other accrued liabilities 6,746 5,856 $ 67,006 $ 59,724 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of the following, as of the dates indicated: (In thousands, except percentages) September 30, March 31, 2016 Senior Notes bearing interest at 6.375%, with interest payable on March 1 and September 1 of each year. The 2016 Senior Notes mature on March 1, 2024. $ 350,000 $ 350,000 2013 Senior Notes bearing interest at 5.375%, with interest payable on June 15 and December 15 of each year. The 2013 Senior Notes mature on December 15, 2021. 400,000 400,000 2012 Term B-3 Loans bearing interest at the Borrower's option at either a base rate with a floor of 1.75% plus applicable margin or LIBOR with a floor of 0.75% plus applicable margin, due on September 3, 2021. 687,000 817,500 2012 ABL Revolver bearing interest at the Borrower's option at either a base rate plus applicable margin or LIBOR plus applicable margin. Any unpaid balance is due on June 9, 2020. 65,000 85,000 Total long-term debt (including current portion) 1,502,000 1,652,500 Current portion of long-term debt — — Long-term debt 1,502,000 1,652,500 Less: unamortized debt costs (22,337 ) (27,191 ) Long-term debt, net $ 1,479,663 $ 1,625,309 |
Aggregate Future Principal Payments | At September 30, 2016, aggregate future principal payments required in accordance with the terms of the 2012 Term Loan, 2012 ABL Revolver and the indentures governing the 2016 Senior Notes and the 2013 Senior Notes are as follows: (In thousands) Year Ending March 31, Amount 2017 (remaining six months ending March 31, 2017) $ — 2018 — 2019 — 2020 — 2021 65,000 Thereafter 1,437,000 $ 1,502,000 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Summary of Carry Amounts and Fair Value Measurements | As such, the 2016 Senior Notes, the 2013 Senior Notes, the Term B-3 Loans, and the 2012 ABL Revolver are measured in Level 2 of the above hierarchy (see summary below detailing the carrying amounts and estimated fair values of these borrowings at September 30, 2016 and March 31, 2016). September 30, 2016 March 31, 2016 (In thousands) Carrying Value Fair Value Carrying Value Fair Value 2016 Senior Notes $ 350,000 $ 371,000 $ 350,000 $ 363,125 2013 Senior Notes 400,000 414,000 400,000 408,000 Term B-3 Loans 687,000 693,011 817,500 818,522 2012 ABL Revolver 65,000 65,000 85,000 85,000 |
Accumulated Other Comprehensi38
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Accumulated Other Comprehensive Income | The table below presents accumulated other comprehensive loss (“AOCI”), which affects equity and results from recognized transactions and other economic events, other than transactions with owners in their capacity as owners. AOCI consisted of the following at September 30, 2016 and March 31, 2016 : September 30, March 31, (In thousands) 2016 2016 Components of Accumulated Other Comprehensive Loss Cumulative translation adjustment $ (26,646 ) $ (23,525 ) Accumulated other comprehensive loss, net of tax $ (26,646 ) $ (23,525 ) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended September 30, Six Months Ended September 30, (In thousands, except per share data) 2016 2015 2016 2015 Numerator Net income $ 32,195 $ 31,803 $ 26,664 $ 57,976 Denominator Denominator for basic earnings per share — weighted average shares outstanding 52,993 52,803 52,941 52,676 Dilutive effect of unvested restricted stock units and options issued to employees and directors 352 348 388 379 Denominator for diluted earnings per share 53,345 53,151 53,329 53,055 Earnings per Common Share: Basic net earnings per share $ 0.61 $ 0.60 $ 0.50 $ 1.10 Diluted net earnings per share $ 0.60 $ 0.60 $ 0.50 $ 1.09 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Restricted Shares | A summary of the Company's restricted stock units granted under the Plan is presented below: Restricted Stock Units Shares (in thousands) Weighted- Average Grant-Date Fair Value Six months ended September 30, 2015 Vested and nonvested at March 31, 2015 362.3 $ 22.74 Granted 259.5 42.20 Vested and issued (153.6 ) 18.16 Forfeited (1.4 ) 33.50 Vested and nonvested at September 30, 2015 466.8 35.03 Vested at September 30, 2015 69.8 14.76 Six months ended September 30, 2016 Vested and nonvested at March 31, 2016 467.8 $ 35.22 Granted 65.8 55.65 Vested and issued (92.7 ) 28.47 Forfeited (91.0 ) 41.69 Vested and nonvested at September 30, 2016 349.9 39.16 Vested at September 30, 2016 63.4 20.12 |
Fair Value of Options Granted | Six months ended September 30, 2016 2015 Expected volatility 37.8 % 40.2 % Expected dividends $ — $ — Expected term in years 6.0 6.0 Risk-free rate 1.7 % 1.7 % |
Stock Option Activity | A summary of option activity under the Plan is as follows: Options Shares (in thousands) Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (years) Aggregate Intrinsic Value (in thousands) Six months ended September 30, 2015 Outstanding at March 31, 2015 871.2 $ 23.40 Granted 200.1 41.80 Exercised (336.9 ) 18.99 Forfeited or expired (2.1 ) 38.16 Outstanding at September 30, 2015 732.3 30.42 8.1 $ 10,816 Exercisable at September 30, 2015 319.5 21.91 7.0 $ 7,430 Six months ended September 30, 2016 Outstanding at March 31, 2016 727.7 $ 30.70 Granted 250.6 56.17 Exercised (107.1 ) 31.97 Forfeited or expired (90.7 ) 42.56 Outstanding at September 30, 2016 780.5 37.33 7.5 $ 10,326 Exercisable at September 30, 2016 383.7 25.61 6.5 $ 8,693 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | The following summarizes future minimum lease payments for our operating leases as of September 30, 2016 : (In thousands) Year Ending March 31, Facilities Equipment Total (a) 2017 (Remaining six months ending March 31, 2017) $ 1,048 $ 76 $ 1,124 2018 2,029 152 2,181 2019 2,023 152 2,175 2020 1,848 89 1,937 2021 903 — 903 Thereafter 59 — 59 $ 7,910 $ 469 $ 8,379 (a) Minimum lease payments have not been reduced by minimum sublease rentals of $1.0 million due to us in the future under noncancelable subleases. The following schedule shows the composition of total minimum lease payments that have been reduced by minimum sublease rentals: (In thousands) September 30, 2016 March 31, 2016 Minimum lease payments $ 8,379 $ 8,434 Less: Sublease rentals (1,036 ) (1,165 ) $ 7,343 $ 7,269 |
Purchase Commitments Minimum Amounts Set Forth | Although we are committed under the supply agreement to pay the minimum amounts set forth in the table below, the total commitment is less than 10% of the estimated purchases that we expect to make during the course of the agreement. (In thousands) Year Ending March 31, Amount 2017 (Remaining six months ending March 31, 2017) 518 2018 1,013 2019 982 2020 559 2021 — $ 3,072 |
Business Segments (Tables)
Business Segments (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Information about our Operating and Reportable Segments | The tables below summarize information about our reportable segments. Three Months Ended September 30, 2016 (In thousands) North American OTC International OTC Household Cleaning Consolidated Gross segment revenues $ 172,590 $ 18,802 $ 23,768 $ 215,160 Elimination of intersegment revenues (143 ) — — (143 ) Third-party segment revenues 172,447 18,802 23,768 215,017 Other revenues — 2 33 35 Total segment revenues 172,447 18,804 23,801 215,052 Cost of sales 65,402 7,096 18,589 91,087 Gross profit 107,045 11,708 5,212 123,965 Advertising and promotion 24,811 3,244 537 28,592 Contribution margin $ 82,234 $ 8,464 $ 4,675 95,373 Other operating expenses* 24,315 Operating income 71,058 Other expense 20,830 Income before income taxes 50,228 Provision for income taxes 18,033 Net income $ 32,195 *Other operating expenses for the three months ended September 30, 2016 includes a pre-tax loss on sale of assets of $0.7 million related to Pediacare , New Skin, and Fiber Choice and a pre-tax gain on sale of assets of $1.2 million associated with the sale of license rights in certain geographic areas pertaining to Comet . The assets and corresponding contribution margin associated with the pre-tax loss on sale of assets related to Pediacare , New Skin, and Fiber Choice are included within the North American OTC Healthcare segment, while the pre-tax gain on sale of license rights related to Comet are included in the Household Cleaning segment. Six Months Ended September 30, 2016 (In thousands) North American OTC International OTC Household Cleaning Consolidated Gross segment revenues $ 345,891 $ 34,602 $ 44,658 $ 425,151 Elimination of intersegment revenues (1,364 ) — — (1,364 ) Third-party segment revenues 344,527 34,602 44,658 423,787 Other revenues — 6 834 840 Total segment revenues 344,527 34,608 45,492 424,627 Cost of sales 129,636 14,044 35,391 179,071 Gross profit 214,891 20,564 10,101 245,556 Advertising and promotion 49,851 5,368 1,008 56,227 Contribution margin $ 165,040 $ 15,196 $ 9,093 189,329 Other operating expenses* 106,057 Operating income 83,272 Other expense 41,957 Income before income taxes 41,315 Provision for income taxes 14,651 Net income $ 26,664 *Other operating expenses for the six months ended September 30, 2016 includes a pre-tax loss on sale of assets of $56.2 million related to Pediacare , New Skin, and Fiber Choice and a pre-tax gain on sale of assets of $1.2 million associated with the sale of license rights in certain geographic areas pertaining to Comet . The assets and corresponding contribution margin associated with the pre-tax loss on sale of assets related to Pediacare , New Skin, and Fiber Choice are included within the North American OTC Healthcare segment, while the pre-tax gain on sale of license rights related to Comet are included in the Household Cleaning segment. Three Months Ended September 30, 2015 (In thousands) North American OTC International OTC Household Cleaning Consolidated Gross segment revenues** $ 166,886 $ 15,954 $ 23,894 $ 206,734 Elimination of intersegment revenues (1,472 ) — — (1,472 ) Third-party segment revenues 165,414 15,954 23,894 205,262 Other revenues** — 6 797 803 Total segment revenues 165,414 15,960 24,691 206,065 Cost of sales** 61,497 6,094 18,534 86,125 Gross profit 103,917 9,866 6,157 119,940 Advertising and promotion 24,440 2,777 676 27,893 Contribution margin $ 79,477 $ 7,089 $ 5,481 92,047 Other operating expenses 22,149 Operating income 69,898 Other expense 20,667 Income before income taxes 49,231 Provision for income taxes 17,428 Net income $ 31,803 Six Months Ended September 30, 2015 (In thousands) North American OTC International OTC Household Cleaning Consolidated Gross segment revenues** $ 323,978 $ 29,410 $ 45,361 $ 398,749 Elimination of intersegment revenues (2,200 ) — — (2,200 ) Third-party segment revenues 321,778 29,410 45,361 396,549 Other revenues** 15 31 1,602 1,648 Total segment revenues 321,793 29,441 46,963 398,197 Cost of sales** 119,624 11,383 35,014 166,021 Gross profit 202,169 18,058 11,949 232,176 Advertising and promotion 47,635 5,500 1,180 54,315 Contribution margin $ 154,534 $ 12,558 $ 10,769 177,861 Other operating expenses 45,458 Operating income 132,403 Other expense 43,002 Income before income taxes 89,401 Provision for income taxes 31,425 Net income $ 57,976 ** Certain immaterial amounts relating to gross segment revenues, other revenues and cost of sales for each of the three and six months ended September 30, 2015 were reclassified between the International OTC Healthcare segment and the North American OTC Healthcare segment. There were no changes to the consolidated financial statements for any periods presented. |
Information about our Revenues from Similar Product Groups | The tables below summarize information about our segment revenues from similar product groups. Three Months Ended September 30, 2016 (In thousands) North American OTC International OTC Household Consolidated Analgesics $ 29,993 $ 544 $ — $ 30,537 Cough & Cold 21,106 5,160 — 26,266 Women's Health 33,268 635 — 33,903 Gastrointestinal 16,280 6,088 — 22,368 Eye & Ear Care 22,934 2,989 — 25,923 Dermatologicals 22,952 567 — 23,519 Oral Care 24,368 2,820 — 27,188 Other OTC 1,546 1 — 1,547 Household Cleaning — — 23,801 23,801 Total segment revenues $ 172,447 $ 18,804 $ 23,801 $ 215,052 Six Months Ended September 30, 2016 (In thousands) North American OTC International OTC Household Consolidated Analgesics $ 58,119 $ 1,071 $ — $ 59,190 Cough & Cold 39,073 9,552 — 48,625 Women's Health 66,155 1,571 — 67,726 Gastrointestinal 35,386 10,344 — 45,730 Eye & Ear Care 48,941 5,785 — 54,726 Dermatologicals 45,650 1,238 — 46,888 Oral Care 48,179 5,037 — 53,216 Other OTC 3,024 10 — 3,034 Household Cleaning — — 45,492 45,492 Total segment revenues $ 344,527 $ 34,608 $ 45,492 $ 424,627 Three Months Ended September 30, 2015 (In thousands) North American OTC International OTC Household Consolidated Analgesics $ 29,694 $ 688 $ — $ 30,382 Cough & Cold 24,456 4,746 — 29,202 Women's Health 33,607 804 — 34,411 Gastrointestinal 19,061 5,342 — 24,403 Eye & Ear Care 24,163 3,578 — 27,741 Dermatologicals 23,197 611 — 23,808 Oral Care 9,733 189 — 9,922 Other OTC 1,503 2 — 1,505 Household Cleaning — — 24,691 24,691 Total segment revenues $ 165,414 $ 15,960 $ 24,691 $ 206,065 Six Months Ended September 30, 2015 (In thousands) North American OTC International OTC Household Consolidated Analgesics $ 56,542 $ 1,218 $ — $ 57,760 Cough & Cold 44,215 9,252 — 53,467 Women's Health 66,515 1,504 — 68,019 Gastrointestinal 39,381 9,150 — 48,531 Eye & Ear Care 49,223 6,780 — 56,003 Dermatologicals 43,292 1,145 — 44,437 Oral Care 19,710 383 — 20,093 Other OTC 2,915 9 — 2,924 Household Cleaning — — 46,963 46,963 Total segment revenues $ 321,793 $ 29,441 $ 46,963 $ 398,197 |
Allocation of Long-Term Assets to Segments | These consolidated goodwill and intangible assets have been allocated to the reportable segments as follows: September 30, 2016 (In thousands) North American OTC International OTC Household Cleaning Consolidated Goodwill $ 322,945 $ 22,472 $ 6,245 $ 351,662 Intangible assets Indefinite-lived 1,755,636 85,520 101,262 1,942,418 Finite-lived 215,817 1,087 21,806 238,710 Intangible assets, net 1,971,453 86,607 123,068 2,181,128 Total $ 2,294,398 $ 109,079 $ 129,313 $ 2,532,790 March 31, 2016 (In thousands) North American OTC International OTC Household Consolidated Goodwill $ 330,615 $ 22,776 $ 6,800 $ 360,191 Intangible assets Indefinite-lived 1,823,873 85,901 110,272 2,020,046 Finite-lived 277,762 2,237 22,678 302,677 Intangible assets, net 2,101,635 88,138 132,950 2,322,723 Total $ 2,432,250 $ 110,914 $ 139,750 $ 2,682,914 |
Condensed Consolidating Finan43
Condensed Consolidating Financial Statements (Tables) | 6 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Consolidating Statements of Income and Comprehensive Income | Condensed Consolidating Statements of Income and Comprehensive Income Three Months Ended September 30, 2016 (In thousands) Prestige Brands Holdings, Inc. Prestige Brands, Inc., the issuer Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Revenues Net sales $ — $ 26,013 $ 171,791 $ 17,358 $ (145 ) $ 215,017 Other revenues — 72 33 494 (564 ) 35 Total revenues — 26,085 171,824 17,852 (709 ) 215,052 Cost of Sales Cost of sales (exclusive of depreciation shown below) — 11,066 74,380 6,478 (837 ) 91,087 Gross profit — 15,019 97,444 11,374 128 123,965 Operating Expenses Advertising and promotion — 3,751 21,619 3,222 — 28,592 General and administrative 1,801 1,762 13,302 1,930 — 18,795 Depreciation and amortization 832 151 4,917 116 — 6,016 (Gain) loss on sale of assets — (496 ) — — (496 ) Total operating expenses 2,633 5,664 39,342 5,268 — 52,907 Operating income (loss) (2,633 ) 9,355 58,102 6,106 128 71,058 Other (income) expense Interest income (12,077 ) (21,459 ) (1,292 ) (156 ) 34,938 (46 ) Interest expense 8,502 20,882 25,138 1,292 (34,938 ) 20,876 Equity in (income) loss of subsidiaries (32,028 ) (27,020 ) (3,601 ) — 62,649 — Total other expense (income) (35,603 ) (27,597 ) 20,245 1,136 62,649 20,830 Income (loss) before income taxes 32,970 36,952 37,857 4,970 (62,521 ) 50,228 Provision for income taxes 775 3,526 12,363 1,369 — 18,033 Net income (loss) $ 32,195 $ 33,426 $ 25,494 $ 3,601 $ (62,521 ) $ 32,195 Comprehensive (loss) income, net of tax: Currency translation adjustments 2,703 2,703 2,703 2,703 (8,109 ) 2,703 Total other comprehensive (loss) income 2,703 2,703 2,703 2,703 (8,109 ) 2,703 Comprehensive (loss) income $ 34,898 $ 36,129 $ 28,197 $ 6,304 $ (70,630 ) $ 34,898 Condensed Consolidating Statements of Income and Comprehensive Income Six Months Ended September 30, 2016 (In thousands) Prestige Brands Holdings, Inc. Prestige Brands, Inc., the issuer Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Revenues Net sales $ — $ 53,972 $ 339,996 $ 31,184 $ (1,365 ) $ 423,787 Other revenues — 147 834 980 (1,121 ) 840 Total revenues — 54,119 340,830 32,164 (2,486 ) 424,627 Cost of Sales Cost of sales (exclusive of depreciation shown below) — 23,152 145,842 12,478 (2,401 ) 179,071 Gross profit — 30,967 194,988 19,686 (85 ) 245,556 Operating Expenses Advertising and promotion — 8,496 42,423 5,308 — 56,227 General and administrative 3,738 3,950 27,616 2,948 — 38,252 Depreciation and amortization 1,752 302 10,550 244 — 12,848 Loss on sale of assets — 54,957 — — 54,957 Total operating expenses 5,490 12,748 135,546 8,500 — 162,284 Operating income (loss) (5,490 ) 18,219 59,442 11,186 (85 ) 83,272 Other (income) expense Interest income (24,044 ) (42,721 ) (2,566 ) (315 ) 69,543 (103 ) Interest expense 16,942 42,056 50,039 2,566 (69,543 ) 42,060 Equity in (income) loss of subsidiaries (26,290 ) (13,761 ) (6,677 ) — 46,728 — Total other expense (income) (33,392 ) (14,426 ) 40,796 2,251 46,728 41,957 Income (loss) before income taxes 27,902 32,645 18,646 8,935 (46,813 ) 41,315 Provision for income taxes 1,238 6,704 4,451 2,258 — 14,651 Net income (loss) $ 26,664 $ 25,941 $ 14,195 $ 6,677 $ (46,813 ) $ 26,664 Comprehensive (loss) income, net of tax: Currency translation adjustments (3,121 ) (3,121 ) (3,121 ) (3,121 ) 9,363 (3,121 ) Total other comprehensive (loss) income (3,121 ) (3,121 ) (3,121 ) (3,121 ) 9,363 (3,121 ) Comprehensive (loss) income $ 23,543 $ 22,820 $ 11,074 $ 3,556 $ (37,450 ) $ 23,543 Condensed Consolidating Statements of Income and Comprehensive Income Three Months Ended September 30, 2015 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Revenues Net sales $ — $ 27,957 $ 164,772 $ 14,005 $ (1,472 ) $ 205,262 Other revenues — 79 798 543 (617 ) 803 Total revenues — 28,036 165,570 14,548 (2,089 ) 206,065 Cost of Sales Cost of sales (exclusive of depreciation shown below) — 10,868 72,120 4,952 (1,815 ) 86,125 Gross profit — 17,168 93,450 9,596 (274 ) 119,940 Operating Expenses Advertising and promotion — 3,204 21,933 2,756 — 27,893 General and administrative 1,199 1,300 12,912 1,051 — 16,462 Depreciation and amortization 1,030 147 4,447 63 — 5,687 Total operating expenses 2,229 4,651 39,292 3,870 — 50,042 Operating income (loss) (2,229 ) 12,517 54,158 5,726 (274 ) 69,898 Other (income) expense Interest income (12,161 ) (21,607 ) (1,169 ) (126 ) 35,030 (33 ) Interest expense 8,964 20,303 25,294 1,169 (35,030 ) 20,700 Equity in (income) loss of subsidiaries (31,441 ) (19,746 ) (3,385 ) — 54,572 — Total other (income) expense (34,638 ) (21,050 ) 20,740 1,043 54,572 20,667 Income (loss) before income taxes 32,409 33,567 33,418 4,683 (54,846 ) 49,231 Provision for income taxes 606 4,892 10,632 1,298 — 17,428 Net income (loss) $ 31,803 $ 28,675 $ 22,786 $ 3,385 $ (54,846 ) $ 31,803 Comprehensive (loss) income, net of tax: Currency translation adjustments (11,079 ) (11,079 ) (11,079 ) (11,079 ) 33,237 (11,079 ) Total other comprehensive (loss) income (11,079 ) (11,079 ) (11,079 ) (11,079 ) 33,237 (11,079 ) Comprehensive income (loss) $ 20,724 $ 17,596 $ 11,707 $ (7,694 ) $ (21,609 ) $ 20,724 Condensed Consolidating Statements of Income and Comprehensive Income Six Months Ended September 30, 2015 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Revenues Net sales $ — $ 55,840 $ 317,296 $ 25,613 $ (2,200 ) $ 396,549 Other revenues — 175 1,617 1,041 (1,185 ) 1,648 Total revenues — 56,015 318,913 26,654 (3,385 ) 398,197 Cost of Sales Cost of sales (exclusive of depreciation shown below) — 21,309 138,498 9,360 (3,146 ) 166,021 Gross profit — 34,706 180,415 17,294 (239 ) 232,176 Operating Expenses Advertising and promotion — 5,721 43,161 5,433 — 54,315 General and administrative 2,514 3,855 24,863 2,819 — 34,051 Depreciation and amortization 2,019 293 8,892 203 — 11,407 Total operating expenses 4,533 9,869 76,916 8,455 — 99,773 Operating income (loss) (4,533 ) 24,837 103,499 8,839 (239 ) 132,403 Other (income) expense Interest income (24,210 ) (43,015 ) (2,389 ) (238 ) 69,792 (60 ) Interest expense 17,454 42,211 50,349 2,389 (69,792 ) 42,611 Loss on extinguishment of debt — 451 — — — 451 Equity in (income) loss of subsidiaries (56,747 ) (36,701 ) (4,835 ) — 98,283 — Total other (income) expense (63,503 ) (37,054 ) 43,125 2,151 98,283 43,002 Income (loss) before income taxes 58,970 61,891 60,374 6,688 (98,522 ) 89,401 Provision for income taxes 994 8,917 19,661 1,853 — 31,425 Net income (loss) $ 57,976 $ 52,974 $ 40,713 $ 4,835 $ (98,522 ) $ 57,976 Comprehensive (loss) income, net of tax: Currency translation adjustments (11,484 ) (11,484 ) (11,484 ) (11,484 ) 34,452 (11,484 ) Total other comprehensive (loss) income (11,484 ) (11,484 ) (11,484 ) (11,484 ) 34,452 (11,484 ) Comprehensive income (loss) $ 46,492 $ 41,490 $ 29,229 $ (6,649 ) $ (64,070 ) $ 46,492 |
Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet September 30, 2016 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets Cash and cash equivalents $ 8,168 $ — $ 292 $ 21,998 $ — $ 30,458 Accounts receivable, net — 11,677 67,356 13,836 — 92,869 Inventories — 12,910 75,088 10,578 (617 ) 97,959 Deferred income tax assets 297 807 8,652 890 — 10,646 Prepaid expenses and other current assets 2,189 546 7,926 680 — 11,341 Assets held for sale — — 36,400 — — 36,400 Total current assets 10,654 25,940 195,714 47,982 (617 ) 279,673 Property and equipment, net 7,963 314 4,889 566 — 13,732 Goodwill — 66,007 263,183 22,472 — 351,662 Intangible assets, net — 191,521 1,901,899 87,708 — 2,181,128 Other long-term assets 2,500 2,283 — — — 4,783 Intercompany receivables 1,478,481 2,573,184 1,461,115 12,506 (5,525,286 ) — Investment in subsidiary 1,665,764 1,538,358 83,983 — (3,288,105 ) — Total Assets $ 3,165,362 $ 4,397,607 $ 3,910,783 $ 171,234 $ (8,814,008 ) $ 2,830,978 Liabilities and Stockholders' Equity Current liabilities Accounts payable $ 2,643 $ 9,422 $ 24,097 $ 2,879 $ — $ 39,041 Accrued interest payable — 8,264 — — — 8,264 Other accrued liabilities 11,731 1,841 47,137 6,297 — 67,006 Total current liabilities 14,374 19,527 71,234 9,176 — 114,311 Long-term debt Principal amount — 1,502,000 — — — 1,502,000 Less unamortized debt costs — (22,337 ) — — — (22,337 ) Long-term debt, net — 1,479,663 — — — 1,479,663 Deferred income tax liabilities — 61,046 398,108 373 — 459,527 Other long-term liabilities — 2,682 155 — 2,837 Intercompany payables 2,376,348 1,246,668 1,821,773 80,497 (5,525,286 ) — Total Liabilities 2,390,722 2,806,904 2,293,797 90,201 (5,525,286 ) 2,056,338 Stockholders' Equity Common stock 532 — — — — 532 Additional paid-in capital 453,336 1,280,947 1,359,921 78,774 (2,719,642 ) 453,336 Treasury stock, at cost (6,558 ) — — — — (6,558 ) Accumulated other comprehensive (loss) income, net of tax (26,646 ) (26,646 ) (26,646 ) (26,646 ) 79,938 (26,646 ) Retained earnings (accumulated deficit) 353,976 336,402 283,711 28,905 (649,018 ) 353,976 Total Stockholders' Equity 774,640 1,590,703 1,616,986 81,033 (3,288,722 ) 774,640 Total Liabilities and Stockholders' Equity $ 3,165,362 $ 4,397,607 $ 3,910,783 $ 171,234 $ (8,814,008 ) $ 2,830,978 Condensed Consolidating Balance Sheet March 31, 2016 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Assets Current assets Cash and cash equivalents $ 4,440 $ — $ 2,899 $ 19,891 $ — $ 27,230 Accounts receivable, net — 12,025 74,446 8,776 — 95,247 Inventories — 9,411 72,296 10,088 (532 ) 91,263 Deferred income tax assets 316 681 8,293 818 — 10,108 Prepaid expenses and other current assets 15,311 257 8,379 1,218 — 25,165 Total current assets 20,067 22,374 166,313 40,791 (532 ) 249,013 Property and equipment, net 9,166 210 5,528 636 — 15,540 Goodwill — 66,007 271,409 22,775 — 360,191 Intangible assets, net — 191,789 2,042,640 88,294 — 2,322,723 Other long-term assets — 1,324 — — — 1,324 Intercompany receivables 1,457,011 2,703,192 1,083,488 10,738 (5,254,429 ) — Investment in subsidiary 1,641,477 1,527,718 81,545 — (3,250,740 ) — Total Assets $ 3,127,721 $ 4,512,614 $ 3,650,923 $ 163,234 $ (8,505,701 ) $ 2,948,791 Liabilities and Stockholders' Equity Current liabilities Accounts payable $ 2,914 $ 7,643 $ 24,437 $ 3,302 $ — $ 38,296 Accrued interest payable — 8,664 — — — 8,664 Other accrued liabilities 12,285 1,714 38,734 6,991 — 59,724 Total current liabilities 15,199 18,021 63,171 10,293 — 106,684 Long-term debt Principal amount — 1,652,500 — — — 1,652,500 Less unamortized debt costs — (27,191 ) — — — (27,191 ) Long-term debt, net — 1,625,309 — — — 1,625,309 Deferred income tax liabilities — 60,317 408,893 412 — 469,622 Other long-term liabilities — — 2,682 158 — 2,840 Intercompany payables 2,368,186 1,241,084 1,570,265 74,894 (5,254,429 ) — Total Liabilities 2,383,385 2,944,731 2,045,011 85,757 (5,254,429 ) 2,204,455 Stockholders' Equity Common stock 530 — — — — 530 Additional paid-in capital 445,182 1,280,947 1,359,921 78,774 (2,719,642 ) 445,182 Treasury stock, at cost (5,163 ) — — — — (5,163 ) Accumulated other comprehensive income (loss), net of tax (23,525 ) (23,525 ) (23,525 ) (23,525 ) 70,575 (23,525 ) Retained earnings (accumulated deficit) 327,312 310,461 269,516 22,228 (602,205 ) 327,312 Total Stockholders' Equity 744,336 1,567,883 1,605,912 77,477 (3,251,272 ) 744,336 Total Liabilities and Stockholders' Equity $ 3,127,721 $ 4,512,614 $ 3,650,923 $ 163,234 $ (8,505,701 ) $ 2,948,791 |
Condensed Consolidating Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows Six Months Ended September 30, 2016 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non- Guarantor Subsidiaries Eliminations Consolidated Operating Activities Net income (loss) $ 26,664 $ 25,941 $ 14,195 $ 6,677 $ (46,813 ) $ 26,664 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and amortization 1,752 302 10,550 244 — 12,848 Loss on sales of intangible assets and property and equipment — 55,112 — — 55,112 Deferred income taxes 19 603 (11,144 ) (80 ) — (10,602 ) Amortization of debt origination costs — 5,097 — — — 5,097 Stock-based compensation costs 3,933 — — — — 3,933 Equity in income of subsidiaries (26,290 ) (13,761 ) (6,677 ) — 46,728 — Changes in operating assets and liabilities, net of effects from acquisitions: Accounts receivable — 348 7,090 (7,082 ) — 356 Inventories — (3,499 ) (6,596 ) (653 ) 85 (10,663 ) Prepaid expenses and other current assets 10,622 (289 ) (735 ) 514 — 10,112 Accounts payable (297 ) 1,779 (164 ) (498 ) — 820 Accrued liabilities (554 ) (273 ) 8,284 (852 ) — 6,605 Net cash provided by (used in) operating activities 15,849 16,248 69,915 (1,730 ) — 100,282 Investing Activities Purchases of property and equipment (395 ) (138 ) (785 ) (86 ) — (1,404 ) Proceeds from sales of intangible assets — — 52,353 — — 52,353 Proceeds from the sale of property and equipment — — 75 — — 75 Net cash provided by (used in) investing activities (395 ) (138 ) 51,643 (86 ) — 51,024 Financing Activities Term loan repayments — (130,500 ) — — — (130,500 ) Borrowings under revolving credit agreement — 20,000 — — — 20,000 Repayments under revolving credit agreement — (40,000 ) — — — (40,000 ) Payments of debt origination costs — (9 ) — — — (9 ) Proceeds from exercise of stock options 3,423 — — — — 3,423 Excess tax benefits from share-based awards 800 — — — — 800 Fair value of shares surrendered as payment of tax withholding (1,395 ) — — — — (1,395 ) Intercompany activity, net (14,554 ) 134,399 (124,165 ) 4,320 — — Net cash (used in) provided by financing activities (11,726 ) (16,110 ) (124,165 ) 4,320 — (147,681 ) Effect of exchange rate changes on cash and cash equivalents — — — (397 ) — (397 ) Increase (decrease) in cash and cash equivalents 3,728 — (2,607 ) 2,107 — 3,228 Cash and cash equivalents - beginning of period 4,440 — 2,899 19,891 — 27,230 Cash and cash equivalents - end of period $ 8,168 $ — $ 292 $ 21,998 $ — $ 30,458 Condensed Consolidating Statement of Cash Flows Six Months Ended September 30, 2015 (In thousands) Prestige Brands Holdings, Inc. Prestige Combined Subsidiary Guarantors Combined Non-Guarantor Subsidiaries Eliminations Consolidated Operating Activities Net income (loss) $ 57,976 $ 52,974 $ 40,713 $ 4,835 $ (98,522 ) $ 57,976 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 2,019 293 8,892 203 — 11,407 Gain on sale of property and equipment — — — (36 ) — (36 ) Deferred income taxes 171 254 21,506 54 — 21,985 Amortization of debt origination costs — 4,055 — — — 4,055 Stock-based compensation costs 4,993 — — 41 — 5,034 Loss on extinguishment of debt — 451 — — — 451 Equity in income of subsidiaries (56,747 ) (36,701 ) (4,835 ) — 98,283 — Changes in operating assets and liabilities, net of effects from acquisitions: Accounts receivable — 1,729 (3,550 ) (2,097 ) — (3,918 ) Inventories — (1,017 ) (2,177 ) (883 ) 239 (3,838 ) Prepaid expenses and other current assets 3,166 (402 ) 660 12 — 3,436 Accounts payable 269 624 (3,343 ) (2,069 ) — (4,519 ) Accrued liabilities (2,503 ) (1,094 ) 1,012 1,142 — (1,443 ) Net cash provided by operating activities 9,344 21,166 58,878 1,202 — 90,590 Investing Activities Purchases of property and equipment (1,107 ) (93 ) (103 ) (380 ) — (1,683 ) Proceeds from the sale of property and equipment — — — 344 — 344 Net cash used in investing activities (1,107 ) (93 ) (103 ) (36 ) — (1,339 ) Financing Activities Term loan repayments — (50,000 ) — — — (50,000 ) Borrowings under revolving credit agreement — 15,000 — — — 15,000 Repayments under revolving credit agreement — (55,000 ) — — — (55,000 ) Payments of debt origination costs — (4,211 ) — — — (4,211 ) Proceeds from exercise of stock options 6,398 — — — — 6,398 Proceeds from restricted stock exercises 544 — — — — 544 Excess tax benefits from share-based awards 1,850 — — — — 1,850 Fair value of shares surrendered as payment of tax withholding (2,187 ) — — — — (2,187 ) Intercompany activity, net (15,675 ) 73,138 (58,775 ) 1,312 — — Net cash (used in) provided by financing activities (9,070 ) (21,073 ) (58,775 ) 1,312 — (87,606 ) Effect of exchange rate changes on cash and cash equivalents — — — (811 ) — (811 ) Increase (decrease) in cash and cash equivalents (833 ) — — 1,667 — 834 Cash and cash equivalents - beginning of period 11,387 — — 9,931 — 21,318 Cash and cash equivalents - end of period $ 10,554 $ — $ — $ 11,598 $ — $ 22,152 |
Business and Basis of Present44
Business and Basis of Presentation (Other Balance Sheet and Income Statement Items) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Ownership percentage, subsidiaries | 100.00% | 100.00% | ||
Concentration Risk [Line Items] | ||||
Warehousing, shipping and handling, and storage costs | $ 10.9 | $ 10.4 | $ 21.4 | $ 19.1 |
UNITED STATES | Geographic Concentration Risk | Cash | ||||
Concentration Risk [Line Items] | ||||
Percentage of deposits located in the United States | 27.80% |
Business and Basis of Present45
Business and Basis of Presentation (Property and Equipment) (Details) | 6 Months Ended |
Sep. 30, 2016 | |
Machinery | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives | 5 years |
Computer equipment and software | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives | 3 years |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives | 7 years |
Business and Basis of Present46
Business and Basis of Presentation (Intangible Assets) (Details) | 6 Months Ended |
Sep. 30, 2016 | |
Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, useful lives | 10 years |
Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, useful lives | 30 years |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) $ in Thousands | Feb. 05, 2016 | Sep. 30, 2016 | Mar. 31, 2016 |
Business Acquisition [Line Items] | |||
Goodwill | $ 351,662 | $ 360,191 | |
DenTek Oral Care, Inc. | |||
Business Acquisition [Line Items] | |||
Purchase price | $ 228,300 | ||
Non-amortizable intangible assets | 179,800 | ||
Amortizable intangible assets | $ 26,900 | ||
Purchased amortizable intangible assets, weighted average useful life | 18 years 6 months | ||
Purchased amortizable intangible assets, weighted average remaining period | 18 years | ||
Goodwill | $ 76,529 |
Acquisitions (Allocation of Ass
Acquisitions (Allocation of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 | Feb. 05, 2016 |
Purchase Price | |||
Goodwill | $ 351,662 | $ 360,191 | |
DenTek Oral Care, Inc. | |||
Purchase Price | |||
Cash acquired | $ 1,359 | ||
Accounts receivable | 9,187 | ||
Inventories | 14,304 | ||
Deferred income taxes | 3,303 | ||
Prepaids and other current assets | 6,728 | ||
Property, plant and equipment, net | 3,555 | ||
Goodwill | 76,529 | ||
Intangible assets, net | 206,700 | ||
Total assets acquired | 321,665 | ||
Accounts payable | 3,261 | ||
Accrued expenses | 16,488 | ||
Deferred income tax liabilities - long term | 73,573 | ||
Total liabilities assumed | 93,322 | ||
Total purchase price | $ 228,343 |
Divestitures and Assets Held 49
Divestitures and Assets Held For Sale (Divestitures) (Details) - USD ($) $ in Thousands | Jul. 07, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Long Lived Assets Held-for-sale [Line Items] | |||||
(Gain) loss on sale of assets | $ 496 | $ 0 | $ (54,957) | $ 0 | |
Disposed of by sale | Pediacare, New Skin and Fiber Choice | Cough and Cold, Dermatologicals, and Gastrointestinal Products Group | North American OTC Healthcare | |||||
Long Lived Assets Held-for-sale [Line Items] | |||||
Disposal group, consideration, excluding costs of inventory | $ 40,000 | ||||
Proceeds from sale of divestiture | 40,100 | ||||
Cost of inventory | $ 2,600 | ||||
Holdback term | 18 months | ||||
Inventory | $ 2,380 | ||||
Intangible assets, net | 91,208 | ||||
Goodwill | 2,920 | ||||
Assets sold | 96,508 | ||||
Total purchase price to be received | 42,380 | ||||
(Gain) loss on sale of assets | (54,128) | ||||
Costs to sell | 2,018 | ||||
Pre-tax loss on sale | 56,146 | ||||
Disposed of by sale | Dermoplast | Cough and Cold, Dermatologicals, and Gastrointestinal Products Group | North American OTC Healthcare | |||||
Long Lived Assets Held-for-sale [Line Items] | |||||
Deposit for agreement to purchase | $ 1,250 |
Divestitures and Assets Held 50
Divestitures and Assets Held For Sale (Assets Held for Sale) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets Held for Sale | $ 36,400 | $ 0 |
Dermoplast | Held-for-sale, not discontinued operations | Cough and Cold, Dermatologicals, and Gastrointestinal Products Group | North American OTC Healthcare | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Inventory | 619 | |
Intangible assets, net | 31,030 | |
Goodwill | 4,751 | |
Assets Held for Sale | $ 36,400 |
Accounts Receivable (Components
Accounts Receivable (Components of Accounts Receivable) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | $ 104,755 | $ 106,853 |
Less allowances for discounts, returns and uncollectible accounts | (11,886) | (11,606) |
Accounts receivable, net | 92,869 | 95,247 |
Trade accounts receivable | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | 103,744 | 105,592 |
Other receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross | $ 1,011 | $ 1,261 |
Inventories (Components of Inv
Inventories (Components of Inventories) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Packaging and raw materials | $ 7,552 | $ 7,563 |
Finished goods | 90,407 | 83,700 |
Inventories | 97,959 | 91,263 |
Inventory valuation reserves related to obsolete and slow-moving inventory | $ 4,500 | $ 4,800 |
Property and Equipment (Compone
Property and Equipment (Components of Property and Equipment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Mar. 31, 2016 | |
Components of Property and Equipment | |||||
Property and equipment, gross | $ 30,923 | $ 30,923 | $ 30,361 | ||
Accumulated depreciation | (17,191) | (17,191) | (14,821) | ||
Property and equipment, net | 13,732 | 13,732 | 15,540 | ||
Depreciation expense | 1,500 | $ 1,200 | 3,000 | $ 2,500 | |
Machinery | |||||
Components of Property and Equipment | |||||
Property and equipment, gross | 8,122 | 8,122 | 7,734 | ||
Computer equipment | |||||
Components of Property and Equipment | |||||
Property and equipment, gross | 12,928 | 12,928 | 12,793 | ||
Furniture and fixtures | |||||
Components of Property and Equipment | |||||
Property and equipment, gross | 2,501 | 2,501 | 2,445 | ||
Leasehold improvements | |||||
Components of Property and Equipment | |||||
Property and equipment, gross | $ 7,372 | $ 7,372 | $ 7,389 |
Goodwill (Schedule of Segment G
Goodwill (Schedule of Segment Goodwill) (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended |
Aug. 31, 2016 | Sep. 30, 2016 | |
Goodwill [Roll Forward] | ||
Balance — March 31, 2016 | $ 360,191 | |
Reductions | (8,225) | |
Effects of foreign currency exchange rates | (304) | |
Balance — September 30, 2016 | 351,662 | |
North American OTC Healthcare | ||
Goodwill [Roll Forward] | ||
Balance — March 31, 2016 | 330,615 | |
Reductions | (7,670) | |
Effects of foreign currency exchange rates | 0 | |
Balance — September 30, 2016 | 322,945 | |
International OTC Healthcare | ||
Goodwill [Roll Forward] | ||
Balance — March 31, 2016 | 22,776 | |
Reductions | 0 | |
Effects of foreign currency exchange rates | (304) | |
Balance — September 30, 2016 | 22,472 | |
Household Cleaning | ||
Goodwill [Roll Forward] | ||
Balance — March 31, 2016 | 6,800 | |
Reductions | $ (600) | (555) |
Effects of foreign currency exchange rates | 0 | |
Balance — September 30, 2016 | $ 6,245 |
Goodwill (Narrative) (Details)
Goodwill (Narrative) (Details) - USD ($) | Jul. 07, 2016 | Aug. 31, 2016 | Sep. 30, 2016 | Mar. 31, 2016 |
Goodwill [Line Items] | ||||
Reduced Goodwill amount | $ 8,225,000 | |||
Goodwill impairment | $ 0 | |||
Household Cleaning | ||||
Goodwill [Line Items] | ||||
Reduced Goodwill amount | $ 600,000 | 555,000 | ||
North American OTC Healthcare | ||||
Goodwill [Line Items] | ||||
Reduced Goodwill amount | 7,670,000 | |||
Cough and Cold, Dermatologicals, and Gastrointestinal Products Group | Disposed of by sale | North American OTC Healthcare | Pediacare, New Skin and Fiber Choice | ||||
Goodwill [Line Items] | ||||
Disposal group, consideration, excluding costs of inventory | $ 40,000,000 | |||
Proceeds from sale of divestiture | 40,100,000 | |||
Disposal group, goodwill | $ 2,920,000 | |||
Cough and Cold, Dermatologicals, and Gastrointestinal Products Group | Held-for-sale, not discontinued operations | North American OTC Healthcare | Dermoplast | ||||
Goodwill [Line Items] | ||||
Goodwill transferred to assets held for sale | $ 4,751,000 |
Intangible Assets (Schedule of
Intangible Assets (Schedule of Reconciliation of Activity Affecting Intangible Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2016 | Mar. 31, 2016 | |
Indefinite-Lived Intangible Assets [Abstract] | |||
Indefinite Lived Trademarks, beginning balance | $ 2,020,046 | ||
Indefinite Lived Trademarks, ending balance | $ 1,942,418 | 1,942,418 | |
Finite-lived Intangible Assets, Accumulated Amortization [Abstract] | |||
Finite Lived Trademarks and Customer Relationships, accumulated amortization, beginning balance | 115,203 | ||
Accumulated amortization, reclassified to assets held for sale | (6,102) | ||
Accumulated amortization, additions | 4,600 | 9,865 | |
Accumulated amortization, effects of foreign exchange rates | (2) | ||
Finite Lived Trademarks and Customer Relationships, accumulated amortization, ending balance | 118,964 | 118,964 | |
Intangible Assets, Gross [Abstract] | |||
Totals, gross, beginning balance | 2,437,926 | ||
Totals, reclassified to assets held for sale | 137,351 | ||
Totals, effects of foreign currency exchange rate | (483) | ||
Totals, gross, ending balance | 2,300,092 | 2,300,092 | |
Finite-Lived Intangible Assets, Net [Abstract] | |||
Intangible assets, net | 238,710 | 238,710 | $ 302,677 |
Intangible Assets, Net [Abstract] | |||
Intangible assets, net | 2,181,128 | 2,181,128 | 2,322,723 |
North American OTC Healthcare | |||
Intangible Assets, Net [Abstract] | |||
Intangible assets, net | 1,971,453 | 1,971,453 | 2,101,635 |
International OTC Healthcare | |||
Intangible Assets, Net [Abstract] | |||
Intangible assets, net | 86,607 | 86,607 | 88,138 |
Household Cleaning | |||
Intangible Assets, Net [Abstract] | |||
Intangible assets, net | 123,068 | 123,068 | 132,950 |
Finite Lived Trademarks and Customer Relationships | |||
Finite-Lived Intangible Assets, Gross [Abstract] | |||
Finite Lived Trademarks and Customer Relationships, beginning balance | 417,880 | ||
Finite-Lived Trademarks and Customer Relationships, reclassified to assets held for sale | (60,103) | ||
Finite Lived Trademarks and Customer Relationships, effects of foreign currency exchange rate | (103) | ||
Finite Lived Trademarks and Customer Relationships, ending balance | 357,674 | 357,674 | |
Finite-lived Intangible Assets, Accumulated Amortization [Abstract] | |||
Finite Lived Trademarks and Customer Relationships, accumulated amortization, beginning balance | 115,203 | ||
Accumulated amortization, reclassified to assets held for sale | (6,102) | ||
Accumulated amortization, additions | 9,865 | ||
Accumulated amortization, effects of foreign exchange rates | (2) | ||
Finite Lived Trademarks and Customer Relationships, accumulated amortization, ending balance | 118,964 | 118,964 | |
Finite-Lived Intangible Assets, Net [Abstract] | |||
Intangible assets, net | 238,710 | 238,710 | |
Finite Lived Trademarks and Customer Relationships | North American OTC Healthcare | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Intangible assets, net | 215,817 | 215,817 | 277,762 |
Finite Lived Trademarks and Customer Relationships | International OTC Healthcare | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Intangible assets, net | 1,087 | 1,087 | 2,237 |
Finite Lived Trademarks and Customer Relationships | Household Cleaning | |||
Finite-Lived Intangible Assets, Net [Abstract] | |||
Intangible assets, net | 21,806 | 21,806 | $ 22,678 |
Indefinite Lived Trademarks | |||
Indefinite-Lived Intangible Assets [Abstract] | |||
Indefinite Lived Trademarks, beginning balance | 2,020,046 | ||
Indefinite-Lived Trademarks, reclassified to assets held for sale | (77,248) | ||
Indefinite Lived Trademarks, effects of foreign currency exchange rate | (380) | ||
Indefinite Lived Trademarks, ending balance | 1,942,418 | 1,942,418 | |
Indefinite Lived Trademarks | North American OTC Healthcare | |||
Indefinite-Lived Intangible Assets [Abstract] | |||
Indefinite Lived Trademarks, beginning balance | 1,823,873 | ||
Indefinite Lived Trademarks, ending balance | 1,755,636 | 1,755,636 | |
Indefinite Lived Trademarks | International OTC Healthcare | |||
Indefinite-Lived Intangible Assets [Abstract] | |||
Indefinite Lived Trademarks, beginning balance | 85,901 | ||
Indefinite Lived Trademarks, ending balance | 85,520 | 85,520 | |
Indefinite Lived Trademarks | Household Cleaning | |||
Indefinite-Lived Intangible Assets [Abstract] | |||
Indefinite Lived Trademarks, beginning balance | 110,272 | ||
Indefinite Lived Trademarks, ending balance | $ 101,262 | $ 101,262 |
Intangible Assets (Narrative) (
Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands | Jul. 07, 2016 | Aug. 31, 2016 | Dec. 31, 2014 | Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||||||
Proceeds from sales of intangible assets | $ 52,353 | $ 0 | ||||
Purchased amortizable intangible assets, weighted average remaining period | 13 years 1 month 24 days | |||||
Amortization expense | $ 4,600 | $ 9,865 | ||||
Minimum | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Intangible assets, useful lives | 10 years | |||||
Maximum | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Intangible assets, useful lives | 30 years | |||||
Cough and Cold, Dermatologicals, and Gastrointestinal Products Group | North American OTC Healthcare | Pediacare, New Skin and Fiber Choice | Disposed of by sale | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Indefinite-lived intangible assets, period decrease | $ 37,200 | |||||
Disposal group, consideration, excluding costs of inventory | 40,000 | |||||
Proceeds from sale of divestiture | 40,100 | |||||
Finite-lived intangible assets, reclassified to assets held for sale | 54,000 | |||||
Pre-tax loss on sale | 56,146 | |||||
Indefinite- lived intangible assets reclassified as held for sale | $ 91,208 | |||||
Cough and Cold, Dermatologicals, and Gastrointestinal Products Group | North American OTC Healthcare | Pediacare, New Skin and Fiber Choice | Held-for-sale, not discontinued operations | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Pre-tax loss on sale | 700 | $ 56,146 | ||||
Cough and Cold, Dermatologicals, and Gastrointestinal Products Group | North American OTC Healthcare | Dermoplast | Held-for-sale, not discontinued operations | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Indefinite- lived intangible assets reclassified as held for sale | $ 31,000 | 31,000 | ||||
Comet Brand | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Proceeds from sales of intangible assets | $ 11,000 | $ 10,000 | $ 1,000 | |||
Gain on sale of intangible assets | 1,200 | |||||
Trademarks | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Indefinite-lived intangible assets, period decrease | $ 9,000 |
Intangible Assets (Expected Amo
Intangible Assets (Expected Amortization Expense) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2017 (Remaining six months ending March 31, 2017) | $ 9,113 | |
2,018 | 18,062 | |
2,019 | 18,062 | |
2,020 | 18,062 | |
2,021 | 17,640 | |
Thereafter | 157,771 | |
Intangible assets, net | $ 238,710 | $ 302,677 |
Other Accrued Liabilities (Summ
Other Accrued Liabilities (Summary of Accrued Liabilities and Accounts Payable) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Payables and Accruals [Abstract] | ||
Accrued marketing costs | $ 29,938 | $ 26,373 |
Accrued compensation costs | 5,572 | 9,574 |
Accrued broker commissions | 965 | 1,497 |
Income taxes payable | 10,284 | 3,675 |
Accrued professional fees | 3,050 | 1,787 |
Deferred rent | 690 | 836 |
Accrued production costs | 3,023 | 3,324 |
Accrued lease termination costs | 384 | 448 |
Income tax related payable | 6,354 | 6,354 |
Other accrued liabilities | 6,746 | 5,856 |
Total other accrued liabilities | $ 67,006 | $ 59,724 |
Long-Term Debt (2012 Term Loan
Long-Term Debt (2012 Term Loan and 2012 ABL Revolver) (Details) - USD ($) | Feb. 04, 2016 | Jun. 09, 2015 | Sep. 03, 2014 | Feb. 21, 2013 | Jan. 31, 2012 | Sep. 30, 2016 | Sep. 30, 2015 | Mar. 31, 2013 | Sep. 30, 2016 | Sep. 30, 2015 | Mar. 31, 2015 | Mar. 31, 2016 | May 08, 2015 |
Debt Instrument [Line Items] | |||||||||||||
Loss on extinguishment of debt | $ 0 | $ 0 | $ 0 | $ 451,000 | |||||||||
Term Loan and ABL Revolver 2012 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt issuance costs capitalized | $ 20,600,000 | ||||||||||||
2012 ABL Revolver | Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, maturity term | 5 years | ||||||||||||
Line of credit facility, maximum borrowing capacity | $ 50,000,000 | 135,000,000 | 135,000,000 | ||||||||||
Line of credit facility, increase in borrowing capacity | $ 85,000,000 | $ 85,000,000 | |||||||||||
Debt instrument, interest rate, increase/(decrease) (percent) | (0.25%) | ||||||||||||
Line of credit facility, commitment fee percentage | 0.50% | ||||||||||||
Line of credit facility, conditional commitment fee percentage | 0.375% | ||||||||||||
Line of credit facility, increase in accordion feature | $ 35,000,000 | ||||||||||||
Long-term debt, weighted average interest rate | 2.40% | 2.40% | |||||||||||
2012 ABL Revolver | Revolving Credit Facility | LIBOR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, basis spread on variable rate, fixed component (percent) | 1.00% | ||||||||||||
2012 ABL Revolver | Revolving Credit Facility | LIBOR | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, conditional variable rate (percent) | 2.00% | ||||||||||||
2012 ABL Revolver | Revolving Credit Facility | LIBOR | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, conditional variable rate (percent) | 2.25% | ||||||||||||
2012 ABL Revolver | Revolving Credit Facility | Base Rate | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, conditional variable rate (percent) | 1.00% | ||||||||||||
2012 ABL Revolver | Revolving Credit Facility | Base Rate | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, conditional variable rate (percent) | 1.25% | ||||||||||||
2012 ABL Revolver | Revolving Credit Facility | Federal Funds Rate | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, basis spread on variable rate, fixed component (percent) | 0.50% | ||||||||||||
2012 ABL Revolver Amendment 3 | Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Line of credit facility, increase in borrowing capacity | $ 40,000,000 | ||||||||||||
2012 ABL Revolver Amendment 5 | Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Temporary suspension of financial reporting covenant, period | 60 days | ||||||||||||
Senior Notes | 2012 Senior Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, face amount | $ 660,000,000 | ||||||||||||
Debt instrument, stated interest rate (percent) | 8.125% | ||||||||||||
Term Loans | 2012 Term Loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, maturity term | 7 years | ||||||||||||
Debt instrument, discount, percentage | 1.50% | ||||||||||||
Proceeds from issuance of long-term debt | $ 650,100,000 | ||||||||||||
Term Loans | Amendment 1, 2012 Term Loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Loss on extinguishment of debt | $ 1,400,000 | ||||||||||||
Term Loans | Amendment 1, 2012 Term Loan | LIBOR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, basis spread on variable rate (percent) | 2.75% | ||||||||||||
Debt instrument, reference rate floor (percent) | 1.00% | ||||||||||||
Term Loans | Amendment 1, 2012 Term Loan | Base Rate | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, reference rate floor (percent) | 2.00% | ||||||||||||
Term Loans | Amendment 2, 2012 Term Loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, reference rate floor (percent) | 1.00% | ||||||||||||
Term Loans | Amendment 2, 2012 Term Loan | LIBOR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, basis spread on variable rate (percent) | 3.125% | ||||||||||||
Term Loans | Amendment 2, 2012 Term Loan | Base Rate | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, reference rate floor (percent) | 2.00% | ||||||||||||
Term Loans | Amendment 3, 2012 Term Loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, average interest rate during period (percent) | 5.00% | ||||||||||||
Term Loans | Amendment 3, 2012 Term Loan | LIBOR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, basis spread on variable rate, fixed component (percent) | 1.00% | ||||||||||||
Term Loans | Amendment 3, 2012 Term Loan | LIBOR | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, basis spread on variable rate (percent) | 0.75% | ||||||||||||
Term Loans | Amendment 3, 2012 Term Loan | Base Rate | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, basis spread on variable rate, fixed component (percent) | 1.75% | ||||||||||||
Term Loans | Amendment 3, 2012 Term Loan | Federal Funds Rate | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, basis spread on variable rate, fixed component (percent) | 0.50% | ||||||||||||
Term B-2 | Amendment 2, 2012 Term Loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, face amount | $ 720,000,000 | ||||||||||||
Term B-2 | Amendment 2, 2012 Term Loan | LIBOR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, basis spread on variable rate (percent) | 3.50% | ||||||||||||
Debt instrument, reference rate floor (percent) | 1.00% | ||||||||||||
Term B-2 | Amendment 2, 2012 Term Loan | Base Rate | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, reference rate floor (percent) | 2.00% | ||||||||||||
Debt instrument, step down interest rate (percent) | 3.25% | ||||||||||||
Term B-2 | Amendment 3, 2012 Term Loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, face amount | $ 645,000,000 | ||||||||||||
Loans Payable, Term B-3 | 2012 Senior Notes | LIBOR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, reference rate floor (percent) | 0.75% | 0.75% | 0.75% | ||||||||||
Loans Payable, Term B-3 | 2012 Senior Notes | Base Rate | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, reference rate floor (percent) | 1.75% | 1.75% | 1.75% | ||||||||||
Loans Payable, Term B-3 | Amendment 3, 2012 Term Loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, face amount | 852,500,000 | ||||||||||||
Loans Payable, Term B-1 | Amendment 3, 2012 Term Loan | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, face amount | $ 207,500,000 |
Long-Term Debt (Senior Notes) (
Long-Term Debt (Senior Notes) (Details) - Senior Notes - USD ($) | Sep. 30, 2016 | Mar. 31, 2016 | Feb. 19, 2016 | Dec. 17, 2013 |
2016 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 350,000,000 | |||
Debt instrument, stated interest rate (percent) | 6.375% | 6.375% | 6.375% | |
Debt issuance costs capitalized | $ 5,500,000 | |||
2013 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 400,000,000 | |||
Debt instrument, stated interest rate (percent) | 5.375% | 5.375% | 5.375% | |
Debt issuance costs capitalized | $ 7,200,000 |
Long-Term Debt (Redemptions and
Long-Term Debt (Redemptions and Restrictions) (Details) - USD ($) $ in Millions | Feb. 19, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Mar. 31, 2016 |
Debt Instrument [Line Items] | ||||
Unamortized discount (premium) and debt issuance costs, net | $ 22.3 | $ 22.3 | $ 27.2 | |
2012 ABL Revolver | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Term loan repayments | 65 | |||
Line of credit facility, remaining borrowing capacity | 68.2 | 68.2 | ||
2012 ABL Revolver | Revolving Credit Facility | Other long-term assets | ||||
Debt Instrument [Line Items] | ||||
Unamortized debt costs related to 2012 ABL Revolver | 1.1 | $ 1.1 | 1.3 | |
Senior Notes | 2013 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, redemption price, percentage | 101.00% | |||
Unamortized discount (premium) and debt issuance costs, net | 5 | $ 5 | 5.4 | |
Senior Notes | 2016 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Unamortized discount (premium) and debt issuance costs, net | 5.1 | 5.1 | 5.4 | |
Term Loans | 2012 Term Loan | ||||
Debt Instrument [Line Items] | ||||
Unamortized discount (premium) and debt issuance costs, net | $ 12.2 | $ 12.2 | $ 16.4 | |
Debt Instrument, Redemption, Period One | Senior Notes | 2013 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, redemption price, percentage | 100.00% | |||
Redemption price, percentage of principal amount, using proceeds of equity offerings | 105.375% | |||
Debt Instrument, Redemption, Period Two | Senior Notes | 2016 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, redemption price, percentage | 100.00% | |||
Maximum | Debt Instrument, Redemption, Period One | Senior Notes | 2013 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Redemption price, percentage of principal amount redeemed | 35.00% | |||
Maximum | Debt Instrument, Redemption, Period Two | Senior Notes | 2016 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Redemption price, percentage of principal amount redeemed | 40.00% | |||
Indirect Guarantee of Indebtedness | Senior Notes | 2016 Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, redemption price, percentage | 101.00% |
Long-Term Debt (Schedule of Lon
Long-Term Debt (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 | Feb. 19, 2016 | Dec. 17, 2013 | Feb. 21, 2013 |
Debt Instrument [Line Items] | |||||
Long-term debt, gross | $ 1,502,000 | $ 1,652,500 | |||
Current portion of long-term debt | 0 | 0 | |||
Principal amount | 1,502,000 | 1,652,500 | |||
Less: unamortized debt costs | (22,337) | (27,191) | |||
Long-term debt, net | 1,479,663 | 1,625,309 | |||
2012 ABL Revolver | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | $ 65,000 | $ 85,000 | |||
Senior Notes | 2016 Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, stated interest rate (percent) | 6.375% | 6.375% | 6.375% | ||
Long-term debt, gross | $ 350,000 | $ 350,000 | |||
Senior Notes | 2013 Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, stated interest rate (percent) | 5.375% | 5.375% | 5.375% | ||
Long-term debt, gross | $ 400,000 | $ 400,000 | |||
Senior Notes | 2012 Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, stated interest rate (percent) | 8.125% | ||||
Loans Payable, Term B-3 | 2012 Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | $ 687,000 | $ 817,500 | |||
Loans Payable, Term B-3 | 2012 Senior Notes | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, reference rate floor (percent) | 1.75% | 1.75% | |||
Loans Payable, Term B-3 | 2012 Senior Notes | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, reference rate floor (percent) | 0.75% | 0.75% |
Long-Term Debt (Maturities of L
Long-Term Debt (Maturities of Long-term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Debt Disclosure [Abstract] | ||
2017 (remaining six months ending March 31, 2017) | $ 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 0 | |
2,021 | 65,000 | |
Thereafter | 1,437,000 | |
Long-term debt, gross | $ 1,502,000 | $ 1,652,500 |
Fair Value Measurements (Summar
Fair Value Measurements (Summary of Carrying Amounts and Estimated Fair Values) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Senior Notes | 2016 Senior Notes | Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, senior notes and term loans | $ 350,000 | $ 350,000 |
Senior Notes | 2013 Senior Notes | Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, senior notes and term loans | 400,000 | 400,000 |
Term B-3 Loans | 2012 Term Loan | Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, senior notes and term loans | 687,000 | 817,500 |
Revolving Credit Facility | 2012 ABL Revolver | Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
2012 ABL Revolver | 65,000 | 85,000 |
Fair Value, Measurements, Recurring | Senior Notes | 2016 Senior Notes | Fair Value | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, senior notes and term loans | 371,000 | 363,125 |
Fair Value, Measurements, Recurring | Senior Notes | 2013 Senior Notes | Fair Value | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, senior notes and term loans | 414,000 | 408,000 |
Fair Value, Measurements, Recurring | Term B-3 Loans | 2012 Term Loan | Fair Value | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, senior notes and term loans | 693,011 | 818,522 |
Fair Value, Measurements, Recurring | Revolving Credit Facility | 2012 ABL Revolver | Fair Value | Fair Value, Inputs, Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
2012 ABL Revolver | $ 65,000 | $ 85,000 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2016vote$ / sharesshares | Sep. 30, 2015shares | Sep. 30, 2016USD ($)vote$ / sharesshares | Sep. 30, 2015$ / sharesshares | Mar. 31, 2016$ / sharesshares | |
Class of Stock [Line Items] | |||||
Common stock, shares authorized (in shares) | shares | 250,000,000 | 250,000,000 | 250,000,000 | ||
Common stock, par value (in USD per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||
Preferred stock, shares authorized (in shares) | shares | 5,000,000 | 5,000,000 | 5,000,000 | ||
Preferred stock, par value (in USD per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||
Voting rights, number of votes per common share owned | vote | 1 | 1 | |||
Dividends declared on common stock | $ | $ 0 | ||||
Restricted Shares | |||||
Class of Stock [Line Items] | |||||
Restricted stock repurchased during period (shares) | shares | 0 | 0 | 24,988 | 39,429 | |
Restricted stock acquired, average cost per share (in USD per share) | $ / shares | $ 55.82 | $ 41.66 |
Accumulated Other Comprehensi67
Accumulated Other Comprehensive Loss (Components of AOCI) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive loss, net of tax | $ (26,646) | $ (23,525) |
Accumulated foreign currency adjustment | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Cumulative translation adjustment | $ (26,646) | $ (23,525) |
(Computation of Basis and Dilut
(Computation of Basis and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Numerator | ||||
Net income | $ 32,195 | $ 31,803 | $ 26,664 | $ 57,976 |
Denominator | ||||
Denominator for basic earnings per share — weighted average shares outstanding (in shares) | 52,993 | 52,803 | 52,941 | 52,676 |
Dilutive effect of unvested restricted stock units and options issued to employees and directors (in shares) | 352 | 348 | 388 | 379 |
Denominator for diluted earnings per share (in shares) | 53,345 | 53,151 | 53,329 | 53,055 |
Earnings per Common Share: | ||||
Basic net earnings per share (in USD per share) | $ 0.61 | $ 0.60 | $ 0.50 | $ 1.10 |
Diluted net earnings per share (in USD per share) | $ 0.60 | $ 0.60 | $ 0.50 | $ 1.09 |
Earnings Per Share (Antidilutiv
Earnings Per Share (Antidilutive Securities) (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Outstanding Stock Awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0.2 | 0.2 | 0.2 | 0.2 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) $ / shares in Units, $ in Millions | Sep. 12, 2016$ / sharesshares | Aug. 02, 2016shares | May 26, 2016shares | May 09, 2016$ / sharesshares | May 31, 2014shares | Jun. 30, 2014shares | Sep. 30, 2016USD ($)directorshares | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)director$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares |
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Number of shares authorized for grant under 2005 Long-Term Equity Incentive Plan (in shares) | 5,000,000 | 5,000,000 | ||||||||
Number of additional shares authorized (in shares) | 1,800,000 | |||||||||
Maximum number of shares per participant, 12 month period (in shares) | 1,000,000 | 2,500,000 | ||||||||
Extension of plan term | 10 years | |||||||||
Share-based compensation costs charged against income | $ | $ 2 | $ 2 | $ 3.9 | $ 5 | ||||||
Tax benefit recognized from share-based compensation expense | $ | 0.5 | $ 0.7 | 1.2 | 1.8 | ||||||
Unrecognized compensation costs related to nonvested awards | $ | $ 12.4 | $ 12.4 | ||||||||
Unrecognized compensation costs related to nonvested awards, weighted average period for recognition | 1 year | |||||||||
Total fair value of vested shares | $ | $ 6 | 6.5 | ||||||||
Cash received from exercise of stock options | $ | 3.4 | 6.4 | ||||||||
Tax benefit realized from exercise of stock options | $ | $ 1.7 | $ 3.5 | ||||||||
Shares available for issuance under the Plan (in shares) | 2,400,000 | 2,400,000 | ||||||||
Stock options granted (in shares) | 250,600 | 200,100 | ||||||||
Restricted Shares | ||||||||||
Board of directors, number of directors | director | 6 | 6 | ||||||||
Options, Additional Disclosures: | ||||||||||
Options granted, weighted-average grant-date fair value (in USD per share) | $ / shares | $ 21.87 | $ 17.10 | ||||||||
Options exercised, aggregate intrinsic value | $ | $ 2.4 | |||||||||
Restricted Stock Units (RSUs) | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Shares issued in period (in shares) | 92,718 | 153,603 | ||||||||
Granted in period to each independent director (in shares) | 1,896 | 49,064 | 65,800 | 259,500 | ||||||
Award vesting period | 3 years | |||||||||
Restricted Shares | ||||||||||
Period following director's term in which RSUs may be settled | 6 months | |||||||||
Granted, weighted-average grant-date fair value (in USD per share) | $ / shares | $ 55.65 | $ 42.20 | ||||||||
Stock Options | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Stock options granted (in shares) | 224,843 | |||||||||
Award vesting period | 3 years | |||||||||
Expected term in years | 10 years | |||||||||
Stock options granted, exercise price (in USD per share) | $ / shares | $ 57.18 | |||||||||
Stock Options | Minimum | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Award vesting period | 3 years | |||||||||
Stock Options | Maximum | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Award vesting period | 5 years | |||||||||
Options, Additional Disclosures: | ||||||||||
Award exercisability period, from date of grant | 10 years | |||||||||
Restricted Shares | Minimum | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Award vesting period | 3 years | |||||||||
Restricted Shares | Maximum | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Award vesting period | 5 years | |||||||||
Chief Financial Officer | Restricted Stock Units (RSUs) | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Granted in period to each independent director (in shares) | 5,012 | |||||||||
Award vesting period | 3 years | |||||||||
Chief Financial Officer | Stock Options | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Stock options granted (in shares) | 25,746 | |||||||||
Expected term in years | 10 years | |||||||||
Stock options granted, exercise price (in USD per share) | $ / shares | $ 47.39 | |||||||||
Employee | Restricted Shares | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Award vesting period | 3 years | |||||||||
Director | Restricted Stock Units (RSUs) | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Granted in period to each independent director (in shares) | 346 | |||||||||
Restricted Shares | ||||||||||
Number of common shares into which each RSU may be converted (in shares) | 1 | |||||||||
Director | Restricted Shares | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Award vesting period | 1 year | |||||||||
First year anniversary | Stock Options | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Annual award vesting percentage | 33.30% | |||||||||
First year anniversary | Chief Financial Officer | Stock Options | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Annual award vesting percentage | 33.30% | |||||||||
Second year anniversary | Stock Options | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Annual award vesting percentage | 33.30% | |||||||||
Second year anniversary | Chief Financial Officer | Stock Options | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Annual award vesting percentage | 33.30% | |||||||||
Third year anniversary | Stock Options | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Annual award vesting percentage | 33.30% | |||||||||
Third year anniversary | Chief Financial Officer | Stock Options | ||||||||||
Share-based Compensation, Aggregate Disclosures: | ||||||||||
Annual award vesting percentage | 33.30% |
Share-Based Compensation (Restr
Share-Based Compensation (Restricted Stock Units Activity) (Details) - Restricted Stock Units (RSUs) - $ / shares | Aug. 02, 2016 | May 09, 2016 | Sep. 30, 2016 | Sep. 30, 2015 |
Shares | ||||
Outstanding, beginning of period (in shares) | 467,800 | 362,300 | ||
Granted (in shares) | 1,896 | 49,064 | 65,800 | 259,500 |
Vested and issued (in shares) | (92,700) | (153,600) | ||
Forfeited (in shares) | (91,000) | (1,400) | ||
Outstanding, end of period (in shares) | 349,900 | 466,800 | ||
Vested, end of period (in shares) | 63,400 | 69,800 | ||
Weighted- Average Grant-Date Fair Value | ||||
Outstanding, beginning of period, weighted-average grant-date fair value (in USD per share) | $ 35.22 | $ 22.74 | ||
Granted, weighted-average grant-date fair value (in USD per share) | 55.65 | 42.20 | ||
Vested and issued, weighted-average grant-date fair value (in USD per share) | 28.47 | 18.16 | ||
Forfeited, weighted-average grant-date fair value (in USD per share) | 41.69 | 33.50 | ||
Outstanding, end of period, weighted-average grant-date fair value (in USD per share) | 39.16 | 35.03 | ||
Vested, end of period, weighted-average grant-date fair value (in USD per share) | $ 20.12 | $ 14.76 |
Share-Based Compensation (Stock
Share-Based Compensation (Stock Option Valuation Assumptions) (Details) - Stock Options - USD ($) | 6 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility | 37.80% | 40.20% |
Expected dividends | $ 0 | $ 0 |
Expected term in years | 6 years | 6 years |
Risk-free rate | 1.70% | 1.70% |
Share-Based Compensation (Sto73
Share-Based Compensation (Stock Option Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Shares | ||
Outstanding, beginning of period (in shares) | 727,700 | 871,200 |
Granted (in shares) | 250,600 | 200,100 |
Exercised (in shares) | (107,100) | (336,900) |
Forfeited or expired (in shares) | (90,700) | (2,100) |
Outstanding, end of period (in shares) | 780,500 | 732,300 |
Exercisable, end of period (in shares) | 383,700 | 319,500 |
Weighted- Average Exercise Price | ||
Outstanding, beginning of period, weighted-average exercise price (in USD per share) | $ 30.70 | $ 23.40 |
Granted, weighted-average exercise price (in USD per share) | 56.17 | 41.80 |
Exercised, weighted-average exercise price (in USD per share) | 31.97 | 18.99 |
Forfeited or expired, weighted-average exercise price (in USD per share) | 42.56 | 38.16 |
Outstanding, end of period, weighted-average exercise price (in USD per share) | 37.33 | 30.42 |
Exercisable, end of period, weighted-average exercise price (in USD per share) | $ 25.61 | $ 21.91 |
Options, Additional Disclosures: | ||
Outstanding, end of period, weighted-average remaining contractual term | 7 years 6 months | 8 years 1 month 1 day |
Exercisable, end of period, weighted-average remaining contractual term | 6 years 6 months | 7 years |
Outstanding, end of period, aggregate intrinsic value | $ 10,326 | $ 10,816 |
Exercisable, end of period, aggregate intrinsic value | $ 8,693 | $ 7,430 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rate (percent) | 35.90% | 35.40% | 35.50% | 35.20% | |
Realized reduction in deferred tax liabilities from sale of assets | $ 27.5 | ||||
Ownership percentage, subsidiaries | 100.00% | 100.00% | |||
Net operating loss carryforwards | $ 14 | $ 14 | |||
Deferred tax assets, operating loss carryforwards | 5 | 5 | |||
Operating loss carryforwards, limitation on use, annual amount | 33.6 | 33.6 | |||
Uncertain tax liability | $ 4.1 | $ 4.1 | $ 4.1 |
Commitments and Contingencies75
Commitments and Contingencies (Future Minimum Rental Payments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Mar. 31, 2016 | |
Operating Leased Assets [Line Items] | |||||
2017 (Remaining six months ending March 31, 2017) | $ 1,124 | $ 1,124 | |||
2,018 | 2,181 | 2,181 | |||
2,019 | 2,175 | 2,175 | |||
2,020 | 1,937 | 1,937 | |||
2,021 | 903 | 903 | |||
Thereafter | 59 | 59 | |||
Total future minimum payments due | 8,379 | 8,379 | $ 8,434 | ||
Less: Sublease rentals | (1,036) | (1,036) | (1,165) | ||
Minimum lease payments, less minimum sublease rentals | 7,343 | 7,343 | $ 7,269 | ||
Rent expense | 500 | $ 400 | 1,100 | $ 800 | |
Facilities | |||||
Operating Leased Assets [Line Items] | |||||
2017 (Remaining six months ending March 31, 2017) | 1,048 | 1,048 | |||
2,018 | 2,029 | 2,029 | |||
2,019 | 2,023 | 2,023 | |||
2,020 | 1,848 | 1,848 | |||
2,021 | 903 | 903 | |||
Thereafter | 59 | 59 | |||
Total future minimum payments due | 7,910 | 7,910 | |||
Equipment | |||||
Operating Leased Assets [Line Items] | |||||
2017 (Remaining six months ending March 31, 2017) | 76 | 76 | |||
2,018 | 152 | 152 | |||
2,019 | 152 | 152 | |||
2,020 | 89 | 89 | |||
2,021 | 0 | 0 | |||
Thereafter | 0 | 0 | |||
Total future minimum payments due | $ 469 | $ 469 |
Commitments and Contingencies76
Commitments and Contingencies (Long-term Supply Agreement) (Details) - Third-party Manufacturing - USD ($) $ in Thousands | Nov. 01, 2009 | Sep. 30, 2016 |
Long-term Purchase Commitment [Line Items] | ||
Supply agreement, term | 10 years | |
2017 (Remaining six months ending March 31, 2017) | $ 518 | |
2,018 | 1,013 | |
2,019 | 982 | |
2,020 | 559 | |
2,021 | 0 | |
Total purchase commitment | $ 3,072 |
Concentrations of Risk (Narrati
Concentrations of Risk (Narrative) (Details) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016manufacturer | Sep. 30, 2015manufacturer | Sep. 30, 2016manufacturercustomer | Sep. 30, 2015manufacturer | |
Concentration Risk [Line Items] | ||||
Number of third-party manufacturers | 116 | 102 | 116 | 102 |
Sales | Product Concentration Risk | Top 5 Customers | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 41.60% | 41.70% | 42.00% | 42.80% |
Sales | Customer Concentration Risk | Walmart and Walgreen | ||||
Concentration Risk [Line Items] | ||||
Number of customers exceeding concentration risk benchmark | customer | 2 | |||
Sales | Customer Concentration Risk | Walmart | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 21.10% | 19.60% | 20.90% | 19.70% |
Sales | Customer Concentration Risk | Walgreens | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 10.70% | 10.00% | 10.50% | 9.70% |
Sales | Supplier Concentration Risk | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 78.80% | 81.30% | ||
Number of third-party manufacturers with long-term contracts | 49 | 48 | ||
Accounts Receivable | Customer Concentration Risk | Walmart | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 23.50% | |||
Accounts Receivable | Customer Concentration Risk | Walgreens | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 10.60% |
Business Segments (Information
Business Segments (Information on Operating and Reportable Segments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | $ 215,017 | $ 205,262 | $ 423,787 | $ 396,549 |
Other revenues | 35 | 803 | 840 | 1,648 |
Total revenues | 215,052 | 206,065 | 424,627 | 398,197 |
Cost of sales | 91,087 | 86,125 | 179,071 | 166,021 |
Gross profit | 123,965 | 119,940 | 245,556 | 232,176 |
Advertising and promotion | 28,592 | 27,893 | 56,227 | 54,315 |
Contribution margin | 95,373 | 92,047 | 189,329 | 177,861 |
Other operating expenses | 24,315 | 22,149 | 106,057 | 45,458 |
Operating income | 71,058 | 69,898 | 83,272 | 132,403 |
Other expense | 20,830 | 20,667 | 41,957 | 43,002 |
Income before income taxes | 50,228 | 49,231 | 41,315 | 89,401 |
Provision for income taxes | 18,033 | 17,428 | 14,651 | 31,425 |
Net income | 32,195 | 31,803 | 26,664 | 57,976 |
North American OTC Healthcare | ||||
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | 172,447 | 165,414 | 344,527 | 321,778 |
Other revenues | 0 | 0 | 0 | 15 |
Total revenues | 172,447 | 165,414 | 344,527 | 321,793 |
Cost of sales | 65,402 | 61,497 | 129,636 | 119,624 |
Gross profit | 107,045 | 103,917 | 214,891 | 202,169 |
Advertising and promotion | 24,811 | 24,440 | 49,851 | 47,635 |
Contribution margin | 82,234 | 79,477 | 165,040 | 154,534 |
International OTC Healthcare | ||||
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | 18,802 | 15,954 | 34,602 | 29,410 |
Other revenues | 2 | 6 | 6 | 31 |
Total revenues | 18,804 | 15,960 | 34,608 | 29,441 |
Cost of sales | 7,096 | 6,094 | 14,044 | 11,383 |
Gross profit | 11,708 | 9,866 | 20,564 | 18,058 |
Advertising and promotion | 3,244 | 2,777 | 5,368 | 5,500 |
Contribution margin | 8,464 | 7,089 | 15,196 | 12,558 |
Household Cleaning | ||||
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | 23,768 | 23,894 | 44,658 | 45,361 |
Other revenues | 33 | 797 | 834 | 1,602 |
Total revenues | 23,801 | 24,691 | 45,492 | 46,963 |
Cost of sales | 18,589 | 18,534 | 35,391 | 35,014 |
Gross profit | 5,212 | 6,157 | 10,101 | 11,949 |
Advertising and promotion | 537 | 676 | 1,008 | 1,180 |
Contribution margin | 4,675 | 5,481 | 9,093 | 10,769 |
Operating Segments | ||||
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | 215,160 | 206,734 | 425,151 | 398,749 |
Operating Segments | North American OTC Healthcare | ||||
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | 172,590 | 166,886 | 345,891 | 323,978 |
Total revenues | 172,447 | 165,414 | 344,527 | 321,793 |
Operating Segments | International OTC Healthcare | ||||
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | 18,802 | 15,954 | 34,602 | 29,410 |
Total revenues | 18,804 | 15,960 | 34,608 | 29,441 |
Operating Segments | Household Cleaning | ||||
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | 23,768 | 23,894 | 44,658 | 45,361 |
Total revenues | 23,801 | 24,691 | 45,492 | 46,963 |
Intersegment Eliminations | ||||
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | (143) | (1,472) | (1,364) | (2,200) |
Intersegment Eliminations | North American OTC Healthcare | ||||
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | (143) | (1,472) | (1,364) | (2,200) |
Intersegment Eliminations | International OTC Healthcare | ||||
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | 0 | 0 | 0 | 0 |
Intersegment Eliminations | Household Cleaning | ||||
Segment Reporting Information, Profit (Loss): | ||||
Gross segment revenues | 0 | $ 0 | 0 | $ 0 |
Pediacare, New Skin and Fiber Choice | Cough and Cold, Dermatologicals, and Gastrointestinal Products Group | Held-for-sale, not discontinued operations | North American OTC Healthcare | ||||
Segment Reporting Information, Profit (Loss): | ||||
Pre-tax loss on sale | 700 | 56,146 | ||
Comet Brand | Cough and Cold, Dermatologicals, and Gastrointestinal Products Group | Held-for-sale, not discontinued operations | Household Cleaning | ||||
Segment Reporting Information, Profit (Loss): | ||||
Pre-tax loss on sale | $ (1,200) | $ 1,200 |
Business Segments (Revenue by P
Business Segments (Revenue by Product) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | $ 215,052 | $ 206,065 | $ 424,627 | $ 398,197 |
Analgesics | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 30,537 | 30,382 | 59,190 | 57,760 |
Cough & Cold | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 26,266 | 29,202 | 48,625 | 53,467 |
Women's Health | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 33,903 | 34,411 | 67,726 | 68,019 |
Gastrointestinal | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 22,368 | 24,403 | 45,730 | 48,531 |
Eye & Ear Care | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 25,923 | 27,741 | 54,726 | 56,003 |
Dermatologicals | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 23,519 | 23,808 | 46,888 | 44,437 |
Oral Care | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 27,188 | 9,922 | 53,216 | 20,093 |
Other OTC | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 1,547 | 1,505 | 3,034 | 2,924 |
Household Cleaning | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 23,801 | 24,691 | 45,492 | 46,963 |
North American OTC Healthcare | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 172,447 | 165,414 | 344,527 | 321,793 |
International OTC Healthcare | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 18,804 | 15,960 | 34,608 | 29,441 |
Household Cleaning | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 23,801 | 24,691 | 45,492 | 46,963 |
Operating Segments | North American OTC Healthcare | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 172,447 | 165,414 | 344,527 | 321,793 |
Operating Segments | North American OTC Healthcare | Analgesics | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 29,993 | 29,694 | 58,119 | 56,542 |
Operating Segments | North American OTC Healthcare | Cough & Cold | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 21,106 | 24,456 | 39,073 | 44,215 |
Operating Segments | North American OTC Healthcare | Women's Health | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 33,268 | 33,607 | 66,155 | 66,515 |
Operating Segments | North American OTC Healthcare | Gastrointestinal | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 16,280 | 19,061 | 35,386 | 39,381 |
Operating Segments | North American OTC Healthcare | Eye & Ear Care | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 22,934 | 24,163 | 48,941 | 49,223 |
Operating Segments | North American OTC Healthcare | Dermatologicals | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 22,952 | 23,197 | 45,650 | 43,292 |
Operating Segments | North American OTC Healthcare | Oral Care | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 24,368 | 9,733 | 48,179 | 19,710 |
Operating Segments | North American OTC Healthcare | Other OTC | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 1,546 | 1,503 | 3,024 | 2,915 |
Operating Segments | International OTC Healthcare | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 18,804 | 15,960 | 34,608 | 29,441 |
Operating Segments | International OTC Healthcare | Analgesics | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 544 | 688 | 1,071 | 1,218 |
Operating Segments | International OTC Healthcare | Cough & Cold | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 5,160 | 4,746 | 9,552 | 9,252 |
Operating Segments | International OTC Healthcare | Women's Health | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 635 | 804 | 1,571 | 1,504 |
Operating Segments | International OTC Healthcare | Gastrointestinal | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 6,088 | 5,342 | 10,344 | 9,150 |
Operating Segments | International OTC Healthcare | Eye & Ear Care | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 2,989 | 3,578 | 5,785 | 6,780 |
Operating Segments | International OTC Healthcare | Dermatologicals | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 567 | 611 | 1,238 | 1,145 |
Operating Segments | International OTC Healthcare | Oral Care | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 2,820 | 189 | 5,037 | 383 |
Operating Segments | International OTC Healthcare | Other OTC | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 1 | 2 | 10 | 9 |
Operating Segments | Household Cleaning | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 23,801 | 24,691 | 45,492 | 46,963 |
Operating Segments | Household Cleaning | Analgesics | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 0 | 0 | 0 | 0 |
Operating Segments | Household Cleaning | Cough & Cold | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 0 | 0 | 0 | 0 |
Operating Segments | Household Cleaning | Women's Health | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 0 | 0 | 0 | 0 |
Operating Segments | Household Cleaning | Gastrointestinal | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 0 | 0 | 0 | 0 |
Operating Segments | Household Cleaning | Eye & Ear Care | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 0 | 0 | 0 | 0 |
Operating Segments | Household Cleaning | Dermatologicals | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 0 | 0 | 0 | 0 |
Operating Segments | Household Cleaning | Oral Care | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 0 | 0 | 0 | 0 |
Operating Segments | Household Cleaning | Other OTC | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | 0 | 0 | 0 | 0 |
Operating Segments | Household Cleaning | Household Cleaning | ||||
Geographic Areas, Revenues from External Customers [Abstract] | ||||
Total segment revenues | $ 23,801 | $ 24,691 | $ 45,492 | $ 46,963 |
Business Segments (Assets by Se
Business Segments (Assets by Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Mar. 31, 2016 | |
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Goodwill | $ 351,662 | $ 351,662 | $ 360,191 | ||
Indefinite-lived | 1,942,418 | 1,942,418 | 2,020,046 | ||
Finite-lived | 238,710 | 238,710 | 302,677 | ||
Intangible assets, net | 2,181,128 | 2,181,128 | 2,322,723 | ||
Intangible assets, net (including goodwill) | 2,532,790 | 2,532,790 | 2,682,914 | ||
Finite Lived Intangibles | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Finite-lived | 238,710 | 238,710 | |||
Indefinite Lived Intangibles | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Indefinite-lived | 1,942,418 | 1,942,418 | 2,020,046 | ||
North American OTC Healthcare | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Goodwill | 322,945 | 322,945 | 330,615 | ||
Intangible assets, net | 1,971,453 | 1,971,453 | 2,101,635 | ||
Intangible assets, net (including goodwill) | 2,294,398 | 2,294,398 | 2,432,250 | ||
North American OTC Healthcare | Finite Lived Intangibles | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Finite-lived | 215,817 | 215,817 | 277,762 | ||
North American OTC Healthcare | Indefinite Lived Intangibles | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Indefinite-lived | 1,755,636 | 1,755,636 | 1,823,873 | ||
International OTC Healthcare | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Goodwill | 22,472 | 22,472 | 22,776 | ||
Intangible assets, net | 86,607 | 86,607 | 88,138 | ||
Intangible assets, net (including goodwill) | 109,079 | 109,079 | 110,914 | ||
International OTC Healthcare | Finite Lived Intangibles | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Finite-lived | 1,087 | 1,087 | 2,237 | ||
International OTC Healthcare | Indefinite Lived Intangibles | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Indefinite-lived | 85,520 | 85,520 | 85,901 | ||
Household Cleaning | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Goodwill | 6,245 | 6,245 | 6,800 | ||
Intangible assets, net | 123,068 | 123,068 | 132,950 | ||
Intangible assets, net (including goodwill) | 129,313 | 129,313 | 139,750 | ||
Household Cleaning | Finite Lived Intangibles | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Finite-lived | 21,806 | 21,806 | 22,678 | ||
Household Cleaning | Indefinite Lived Intangibles | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Indefinite-lived | $ 101,262 | $ 101,262 | $ 110,272 | ||
Sales | UNITED STATES | Geographic Concentration Risk | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Concentration risk, percentage | 85.80% | 85.80% | 86.70% | 86.50% | |
Sales | CANADA | Geographic Concentration Risk | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Concentration risk, percentage | 5.40% | 5.50% | 5.10% | 5.30% | |
Sales | AUSTRALIA | Geographic Concentration Risk | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Concentration risk, percentage | 5.90% | 6.80% | 5.50% | 6.30% | |
Goodwill and Intangible Assets | UNITED STATES | Geographic Concentration Risk | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Concentration risk, percentage | 95.70% | 95.70% | |||
Goodwill and Intangible Assets | Australia and United Kingdom | Geographic Concentration Risk | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Concentration risk, percentage | 4.30% | 4.30% | |||
Cough and Cold, Dermatologicals, and Gastrointestinal Products Group | Held-for-sale, not discontinued operations | Pediacare, New Skin and Fiber Choice | North American OTC Healthcare | |||||
Segment Reporting, Asset Reconciling Item [Line Items] | |||||
Pre-tax loss on sale | $ 700 | $ 56,146 |
Condensed Consolidating Finan81
Condensed Consolidating Financial Statements (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Provision for income taxes | $ 18,033 | $ 17,428 | $ 14,651 | $ 31,425 | |
Equity in (income) loss of subsidiaries | 0 | 0 | 0 | 0 | |
Eliminations | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Provision for income taxes | 0 | 0 | 0 | 0 | |
Equity in (income) loss of subsidiaries | $ (62,649) | $ (54,572) | $ (46,728) | $ (98,283) | |
Restatement adjustment | Overstatement of equity in earnings of subsidiaries | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity in (income) loss of subsidiaries | $ (44,600) | ||||
Restatement adjustment | Eliminations | Overstatement of equity in earnings of subsidiaries | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity in (income) loss of subsidiaries | $ (44,600) |
Condensed Consolidating Finan82
Condensed Consolidating Financial Statements (Condensed Consolidating Statements of Income and Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenues | ||||
Net sales | $ 215,017 | $ 205,262 | $ 423,787 | $ 396,549 |
Other revenues | 35 | 803 | 840 | 1,648 |
Cost of Sales | 215,052 | 206,065 | 424,627 | 398,197 |
Cost of Sales | ||||
Cost of sales (exclusive of depreciation shown below) | 91,087 | 86,125 | 179,071 | 166,021 |
Gross profit | 123,965 | 119,940 | 245,556 | 232,176 |
Operating Expenses | ||||
Advertising and promotion | 28,592 | 27,893 | 56,227 | 54,315 |
General and administrative | 18,795 | 16,462 | 38,252 | 34,051 |
Depreciation and amortization | 6,016 | 5,687 | 12,848 | 11,407 |
(Gain) loss on sale of assets | (496) | 0 | 54,957 | 0 |
Total operating expenses | 52,907 | 50,042 | 162,284 | 99,773 |
Operating income (loss) | 71,058 | 69,898 | 83,272 | 132,403 |
Other (income) expense | ||||
Interest income | (46) | (33) | (103) | (60) |
Interest expense | 20,876 | 20,700 | 42,060 | 42,611 |
Loss on extinguishment of debt | 0 | 0 | 0 | 451 |
Equity in (income) loss of subsidiaries | 0 | 0 | 0 | 0 |
Total other expense | 20,830 | 20,667 | 41,957 | 43,002 |
Provision for income taxes | 18,033 | 17,428 | 14,651 | 31,425 |
Income before income taxes | 50,228 | 49,231 | 41,315 | 89,401 |
Net income | 32,195 | 31,803 | 26,664 | 57,976 |
Comprehensive income, net of tax: | ||||
Currency translation adjustments | 2,703 | (11,079) | (3,121) | (11,484) |
Total other comprehensive (loss) income | 2,703 | (11,079) | (3,121) | (11,484) |
Comprehensive income | 34,898 | 20,724 | 23,543 | 46,492 |
Prestige Brands Holdings, Inc. | ||||
Revenues | ||||
Net sales | 0 | 0 | 0 | 0 |
Other revenues | 0 | 0 | 0 | 0 |
Cost of Sales | 0 | 0 | 0 | 0 |
Cost of Sales | ||||
Cost of sales (exclusive of depreciation shown below) | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Operating Expenses | ||||
Advertising and promotion | 0 | 0 | 0 | 0 |
General and administrative | 1,801 | 1,199 | 3,738 | 2,514 |
Depreciation and amortization | 832 | 1,030 | 1,752 | 2,019 |
(Gain) loss on sale of assets | ||||
Total operating expenses | 2,633 | 2,229 | 5,490 | 4,533 |
Operating income (loss) | (2,633) | (2,229) | (5,490) | (4,533) |
Other (income) expense | ||||
Interest income | (12,077) | (12,161) | (24,044) | (24,210) |
Interest expense | 8,502 | 8,964 | 16,942 | 17,454 |
Loss on extinguishment of debt | 0 | |||
Equity in (income) loss of subsidiaries | (32,028) | (31,441) | (26,290) | (56,747) |
Total other expense | (35,603) | (34,638) | (33,392) | (63,503) |
Provision for income taxes | 775 | 606 | 1,238 | 994 |
Income before income taxes | 32,970 | 32,409 | 27,902 | 58,970 |
Net income | 32,195 | 31,803 | 26,664 | 57,976 |
Comprehensive income, net of tax: | ||||
Currency translation adjustments | 2,703 | (11,079) | (3,121) | (11,484) |
Total other comprehensive (loss) income | 2,703 | (11,079) | (3,121) | (11,484) |
Comprehensive income | 34,898 | 20,724 | 23,543 | 46,492 |
Prestige Brands, Inc., the issuer | ||||
Revenues | ||||
Net sales | 26,013 | 27,957 | 53,972 | 55,840 |
Other revenues | 72 | 79 | 147 | 175 |
Cost of Sales | 26,085 | 28,036 | 54,119 | 56,015 |
Cost of Sales | ||||
Cost of sales (exclusive of depreciation shown below) | 11,066 | 10,868 | 23,152 | 21,309 |
Gross profit | 15,019 | 17,168 | 30,967 | 34,706 |
Operating Expenses | ||||
Advertising and promotion | 3,751 | 3,204 | 8,496 | 5,721 |
General and administrative | 1,762 | 1,300 | 3,950 | 3,855 |
Depreciation and amortization | 151 | 147 | 302 | 293 |
(Gain) loss on sale of assets | 0 | 0 | ||
Total operating expenses | 5,664 | 4,651 | 12,748 | 9,869 |
Operating income (loss) | 9,355 | 12,517 | 18,219 | 24,837 |
Other (income) expense | ||||
Interest income | (21,459) | (21,607) | (42,721) | (43,015) |
Interest expense | 20,882 | 20,303 | 42,056 | 42,211 |
Loss on extinguishment of debt | 451 | |||
Equity in (income) loss of subsidiaries | (27,020) | (19,746) | (13,761) | (36,701) |
Total other expense | (27,597) | (21,050) | (14,426) | (37,054) |
Provision for income taxes | 3,526 | 4,892 | 6,704 | 8,917 |
Income before income taxes | 36,952 | 33,567 | 32,645 | 61,891 |
Net income | 33,426 | 28,675 | 25,941 | 52,974 |
Comprehensive income, net of tax: | ||||
Currency translation adjustments | 2,703 | (11,079) | (3,121) | (11,484) |
Total other comprehensive (loss) income | 2,703 | (11,079) | (3,121) | (11,484) |
Comprehensive income | 36,129 | 17,596 | 22,820 | 41,490 |
Combined Subsidiary Guarantors | ||||
Revenues | ||||
Net sales | 171,791 | 164,772 | 339,996 | 317,296 |
Other revenues | 33 | 798 | 834 | 1,617 |
Cost of Sales | 171,824 | 165,570 | 340,830 | 318,913 |
Cost of Sales | ||||
Cost of sales (exclusive of depreciation shown below) | 74,380 | 72,120 | 145,842 | 138,498 |
Gross profit | 97,444 | 93,450 | 194,988 | 180,415 |
Operating Expenses | ||||
Advertising and promotion | 21,619 | 21,933 | 42,423 | 43,161 |
General and administrative | 13,302 | 12,912 | 27,616 | 24,863 |
Depreciation and amortization | 4,917 | 4,447 | 10,550 | 8,892 |
(Gain) loss on sale of assets | (496) | 54,957 | ||
Total operating expenses | 39,342 | 39,292 | 135,546 | 76,916 |
Operating income (loss) | 58,102 | 54,158 | 59,442 | 103,499 |
Other (income) expense | ||||
Interest income | (1,292) | (1,169) | (2,566) | (2,389) |
Interest expense | 25,138 | 25,294 | 50,039 | 50,349 |
Loss on extinguishment of debt | 0 | |||
Equity in (income) loss of subsidiaries | (3,601) | (3,385) | (6,677) | (4,835) |
Total other expense | 20,245 | 20,740 | 40,796 | 43,125 |
Provision for income taxes | 12,363 | 10,632 | 4,451 | 19,661 |
Income before income taxes | 37,857 | 33,418 | 18,646 | 60,374 |
Net income | 25,494 | 22,786 | 14,195 | 40,713 |
Comprehensive income, net of tax: | ||||
Currency translation adjustments | 2,703 | (11,079) | (3,121) | (11,484) |
Total other comprehensive (loss) income | 2,703 | (11,079) | (3,121) | (11,484) |
Comprehensive income | 28,197 | 11,707 | 11,074 | 29,229 |
Combined Non- Guarantor Subsidiaries | ||||
Revenues | ||||
Net sales | 17,358 | 14,005 | 31,184 | 25,613 |
Other revenues | 494 | 543 | 980 | 1,041 |
Cost of Sales | 17,852 | 14,548 | 32,164 | 26,654 |
Cost of Sales | ||||
Cost of sales (exclusive of depreciation shown below) | 6,478 | 4,952 | 12,478 | 9,360 |
Gross profit | 11,374 | 9,596 | 19,686 | 17,294 |
Operating Expenses | ||||
Advertising and promotion | 3,222 | 2,756 | 5,308 | 5,433 |
General and administrative | 1,930 | 1,051 | 2,948 | 2,819 |
Depreciation and amortization | 116 | 63 | 244 | 203 |
(Gain) loss on sale of assets | 0 | 0 | ||
Total operating expenses | 5,268 | 3,870 | 8,500 | 8,455 |
Operating income (loss) | 6,106 | 5,726 | 11,186 | 8,839 |
Other (income) expense | ||||
Interest income | (156) | (126) | (315) | (238) |
Interest expense | 1,292 | 1,169 | 2,566 | 2,389 |
Loss on extinguishment of debt | 0 | |||
Equity in (income) loss of subsidiaries | 0 | 0 | 0 | 0 |
Total other expense | 1,136 | 1,043 | 2,251 | 2,151 |
Provision for income taxes | 1,369 | 1,298 | 2,258 | 1,853 |
Income before income taxes | 4,970 | 4,683 | 8,935 | 6,688 |
Net income | 3,601 | 3,385 | 6,677 | 4,835 |
Comprehensive income, net of tax: | ||||
Currency translation adjustments | 2,703 | (11,079) | (3,121) | (11,484) |
Total other comprehensive (loss) income | 2,703 | (11,079) | (3,121) | (11,484) |
Comprehensive income | 6,304 | (7,694) | 3,556 | (6,649) |
Eliminations | ||||
Revenues | ||||
Net sales | (145) | (1,472) | (1,365) | (2,200) |
Other revenues | (564) | (617) | (1,121) | (1,185) |
Cost of Sales | (709) | (2,089) | (2,486) | (3,385) |
Cost of Sales | ||||
Cost of sales (exclusive of depreciation shown below) | (837) | (1,815) | (2,401) | (3,146) |
Gross profit | 128 | (274) | (85) | (239) |
Operating Expenses | ||||
Advertising and promotion | 0 | 0 | 0 | 0 |
General and administrative | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 0 | 0 | 0 |
(Gain) loss on sale of assets | 0 | 0 | ||
Total operating expenses | 0 | 0 | 0 | 0 |
Operating income (loss) | 128 | (274) | (85) | (239) |
Other (income) expense | ||||
Interest income | 34,938 | 35,030 | 69,543 | 69,792 |
Interest expense | (34,938) | (35,030) | (69,543) | (69,792) |
Loss on extinguishment of debt | 0 | |||
Equity in (income) loss of subsidiaries | 62,649 | 54,572 | 46,728 | 98,283 |
Total other expense | 62,649 | 54,572 | 46,728 | 98,283 |
Provision for income taxes | 0 | 0 | 0 | 0 |
Income before income taxes | (62,521) | (54,846) | (46,813) | (98,522) |
Net income | (62,521) | (54,846) | (46,813) | (98,522) |
Comprehensive income, net of tax: | ||||
Currency translation adjustments | (8,109) | 33,237 | 9,363 | 34,452 |
Total other comprehensive (loss) income | (8,109) | 33,237 | 9,363 | 34,452 |
Comprehensive income | $ (70,630) | $ (21,609) | $ (37,450) | $ (64,070) |
Condensed Consolidating Finan83
Condensed Consolidating Financial Statements (Condensed Consolidating Balance Sheet) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Mar. 31, 2015 |
Current assets | ||||
Cash and cash equivalents | $ 30,458 | $ 27,230 | $ 22,152 | $ 21,318 |
Accounts receivable, net | 92,869 | 95,247 | ||
Inventories | 97,959 | 91,263 | ||
Deferred income tax assets | 10,646 | 10,108 | ||
Prepaid expenses and other current assets | 11,341 | 25,165 | ||
Assets held for sale | 36,400 | 0 | ||
Total current assets | 279,673 | 249,013 | ||
Property and equipment, net | 13,732 | 15,540 | ||
Goodwill | 351,662 | 360,191 | ||
Intangible assets, net | 2,181,128 | 2,322,723 | ||
Other long-term assets | 4,783 | 1,324 | ||
Intercompany receivables | 0 | 0 | ||
Investment in subsidiary | 0 | 0 | ||
Total Assets | 2,830,978 | 2,948,791 | ||
Current liabilities | ||||
Accounts payable | 39,041 | 38,296 | ||
Accrued interest payable | 8,264 | 8,664 | ||
Other accrued liabilities | 67,006 | 59,724 | ||
Total current liabilities | 114,311 | 106,684 | ||
Long-term debt | ||||
Principal amount | 1,502,000 | 1,652,500 | ||
Less unamortized debt costs | (22,337) | (27,191) | ||
Long-term debt, net | 1,479,663 | 1,625,309 | ||
Deferred income tax liabilities | 459,527 | 469,622 | ||
Other long-term liabilities | 2,837 | 2,840 | ||
Intercompany payables | 0 | 0 | ||
Total Liabilities | 2,056,338 | 2,204,455 | ||
Stockholders' Equity | ||||
Common stock | 532 | 530 | ||
Additional paid-in capital | 453,336 | 445,182 | ||
Treasury stock, at cost | (6,558) | (5,163) | ||
Accumulated other comprehensive (loss) income, net of tax | (26,646) | (23,525) | ||
Retained earnings (accumulated deficit) | 353,976 | 327,312 | ||
Total Stockholders' Equity | 774,640 | 744,336 | ||
Total Liabilities and Stockholders' Equity | 2,830,978 | 2,948,791 | ||
Prestige Brands Holdings, Inc. | ||||
Current assets | ||||
Cash and cash equivalents | 8,168 | 4,440 | 10,554 | 11,387 |
Accounts receivable, net | 0 | 0 | ||
Inventories | 0 | 0 | ||
Deferred income tax assets | 297 | 316 | ||
Prepaid expenses and other current assets | 2,189 | 15,311 | ||
Assets held for sale | 0 | |||
Total current assets | 10,654 | 20,067 | ||
Property and equipment, net | 7,963 | 9,166 | ||
Goodwill | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Other long-term assets | 2,500 | 0 | ||
Intercompany receivables | 1,478,481 | 1,457,011 | ||
Investment in subsidiary | 1,665,764 | 1,641,477 | ||
Total Assets | 3,165,362 | 3,127,721 | ||
Current liabilities | ||||
Accounts payable | 2,643 | 2,914 | ||
Accrued interest payable | 0 | 0 | ||
Other accrued liabilities | 11,731 | 12,285 | ||
Total current liabilities | 14,374 | 15,199 | ||
Long-term debt | ||||
Principal amount | 0 | 0 | ||
Less unamortized debt costs | 0 | 0 | ||
Long-term debt, net | 0 | 0 | ||
Deferred income tax liabilities | 0 | 0 | ||
Other long-term liabilities | 0 | |||
Intercompany payables | 2,376,348 | 2,368,186 | ||
Total Liabilities | 2,390,722 | 2,383,385 | ||
Stockholders' Equity | ||||
Common stock | 532 | 530 | ||
Additional paid-in capital | 453,336 | 445,182 | ||
Treasury stock, at cost | (6,558) | (5,163) | ||
Accumulated other comprehensive (loss) income, net of tax | (26,646) | (23,525) | ||
Retained earnings (accumulated deficit) | 353,976 | 327,312 | ||
Total Stockholders' Equity | 774,640 | 744,336 | ||
Total Liabilities and Stockholders' Equity | 3,165,362 | 3,127,721 | ||
Prestige Brands, Inc., the issuer | ||||
Current assets | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 11,677 | 12,025 | ||
Inventories | 12,910 | 9,411 | ||
Deferred income tax assets | 807 | 681 | ||
Prepaid expenses and other current assets | 546 | 257 | ||
Assets held for sale | 0 | |||
Total current assets | 25,940 | 22,374 | ||
Property and equipment, net | 314 | 210 | ||
Goodwill | 66,007 | 66,007 | ||
Intangible assets, net | 191,521 | 191,789 | ||
Other long-term assets | 2,283 | 1,324 | ||
Intercompany receivables | 2,573,184 | 2,703,192 | ||
Investment in subsidiary | 1,538,358 | 1,527,718 | ||
Total Assets | 4,397,607 | 4,512,614 | ||
Current liabilities | ||||
Accounts payable | 9,422 | 7,643 | ||
Accrued interest payable | 8,264 | 8,664 | ||
Other accrued liabilities | 1,841 | 1,714 | ||
Total current liabilities | 19,527 | 18,021 | ||
Long-term debt | ||||
Principal amount | 1,502,000 | 1,652,500 | ||
Less unamortized debt costs | (22,337) | (27,191) | ||
Long-term debt, net | 1,479,663 | 1,625,309 | ||
Deferred income tax liabilities | 61,046 | 60,317 | ||
Other long-term liabilities | 0 | 0 | ||
Intercompany payables | 1,246,668 | 1,241,084 | ||
Total Liabilities | 2,806,904 | 2,944,731 | ||
Stockholders' Equity | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | 1,280,947 | 1,280,947 | ||
Treasury stock, at cost | 0 | 0 | ||
Accumulated other comprehensive (loss) income, net of tax | (26,646) | (23,525) | ||
Retained earnings (accumulated deficit) | 336,402 | 310,461 | ||
Total Stockholders' Equity | 1,590,703 | 1,567,883 | ||
Total Liabilities and Stockholders' Equity | 4,397,607 | 4,512,614 | ||
Combined Subsidiary Guarantors | ||||
Current assets | ||||
Cash and cash equivalents | 292 | 2,899 | 0 | 0 |
Accounts receivable, net | 67,356 | 74,446 | ||
Inventories | 75,088 | 72,296 | ||
Deferred income tax assets | 8,652 | 8,293 | ||
Prepaid expenses and other current assets | 7,926 | 8,379 | ||
Assets held for sale | 36,400 | |||
Total current assets | 195,714 | 166,313 | ||
Property and equipment, net | 4,889 | 5,528 | ||
Goodwill | 263,183 | 271,409 | ||
Intangible assets, net | 1,901,899 | 2,042,640 | ||
Other long-term assets | 0 | 0 | ||
Intercompany receivables | 1,461,115 | 1,083,488 | ||
Investment in subsidiary | 83,983 | 81,545 | ||
Total Assets | 3,910,783 | 3,650,923 | ||
Current liabilities | ||||
Accounts payable | 24,097 | 24,437 | ||
Accrued interest payable | 0 | 0 | ||
Other accrued liabilities | 47,137 | 38,734 | ||
Total current liabilities | 71,234 | 63,171 | ||
Long-term debt | ||||
Principal amount | 0 | 0 | ||
Less unamortized debt costs | 0 | 0 | ||
Long-term debt, net | 0 | 0 | ||
Deferred income tax liabilities | 398,108 | 408,893 | ||
Other long-term liabilities | 2,682 | 2,682 | ||
Intercompany payables | 1,821,773 | 1,570,265 | ||
Total Liabilities | 2,293,797 | 2,045,011 | ||
Stockholders' Equity | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | 1,359,921 | 1,359,921 | ||
Treasury stock, at cost | 0 | 0 | ||
Accumulated other comprehensive (loss) income, net of tax | (26,646) | (23,525) | ||
Retained earnings (accumulated deficit) | 283,711 | 269,516 | ||
Total Stockholders' Equity | 1,616,986 | 1,605,912 | ||
Total Liabilities and Stockholders' Equity | 3,910,783 | 3,650,923 | ||
Combined Non- Guarantor Subsidiaries | ||||
Current assets | ||||
Cash and cash equivalents | 21,998 | 19,891 | 11,598 | 9,931 |
Accounts receivable, net | 13,836 | 8,776 | ||
Inventories | 10,578 | 10,088 | ||
Deferred income tax assets | 890 | 818 | ||
Prepaid expenses and other current assets | 680 | 1,218 | ||
Assets held for sale | 0 | |||
Total current assets | 47,982 | 40,791 | ||
Property and equipment, net | 566 | 636 | ||
Goodwill | 22,472 | 22,775 | ||
Intangible assets, net | 87,708 | 88,294 | ||
Other long-term assets | 0 | 0 | ||
Intercompany receivables | 12,506 | 10,738 | ||
Investment in subsidiary | 0 | 0 | ||
Total Assets | 171,234 | 163,234 | ||
Current liabilities | ||||
Accounts payable | 2,879 | 3,302 | ||
Accrued interest payable | 0 | 0 | ||
Other accrued liabilities | 6,297 | 6,991 | ||
Total current liabilities | 9,176 | 10,293 | ||
Long-term debt | ||||
Principal amount | 0 | 0 | ||
Less unamortized debt costs | 0 | 0 | ||
Long-term debt, net | 0 | 0 | ||
Deferred income tax liabilities | 373 | 412 | ||
Other long-term liabilities | 155 | 158 | ||
Intercompany payables | 80,497 | 74,894 | ||
Total Liabilities | 90,201 | 85,757 | ||
Stockholders' Equity | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | 78,774 | 78,774 | ||
Treasury stock, at cost | 0 | 0 | ||
Accumulated other comprehensive (loss) income, net of tax | (26,646) | (23,525) | ||
Retained earnings (accumulated deficit) | 28,905 | 22,228 | ||
Total Stockholders' Equity | 81,033 | 77,477 | ||
Total Liabilities and Stockholders' Equity | 171,234 | 163,234 | ||
Eliminations | ||||
Current assets | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Accounts receivable, net | 0 | 0 | ||
Inventories | (617) | (532) | ||
Deferred income tax assets | 0 | 0 | ||
Prepaid expenses and other current assets | 0 | 0 | ||
Assets held for sale | 0 | |||
Total current assets | (617) | (532) | ||
Property and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Other long-term assets | 0 | 0 | ||
Intercompany receivables | (5,525,286) | (5,254,429) | ||
Investment in subsidiary | (3,288,105) | (3,250,740) | ||
Total Assets | (8,814,008) | (8,505,701) | ||
Current liabilities | ||||
Accounts payable | 0 | 0 | ||
Accrued interest payable | 0 | 0 | ||
Other accrued liabilities | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Long-term debt | ||||
Principal amount | 0 | 0 | ||
Less unamortized debt costs | 0 | 0 | ||
Long-term debt, net | 0 | 0 | ||
Deferred income tax liabilities | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Intercompany payables | (5,525,286) | (5,254,429) | ||
Total Liabilities | (5,525,286) | (5,254,429) | ||
Stockholders' Equity | ||||
Common stock | 0 | 0 | ||
Additional paid-in capital | (2,719,642) | (2,719,642) | ||
Treasury stock, at cost | 0 | 0 | ||
Accumulated other comprehensive (loss) income, net of tax | 79,938 | 70,575 | ||
Retained earnings (accumulated deficit) | (649,018) | (602,205) | ||
Total Stockholders' Equity | (3,288,722) | (3,251,272) | ||
Total Liabilities and Stockholders' Equity | $ (8,814,008) | $ (8,505,701) |
Condensed Consolidating Finan84
Condensed Consolidating Financial Statements (Condensed Consolidating Statement of Cash Flows) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Operating Activities | ||||
Net income (loss) | $ 32,195 | $ 31,803 | $ 26,664 | $ 57,976 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | 12,848 | 11,407 | ||
Loss (gain) on sales of intangible assets and property and equipment | 55,112 | (36) | ||
Deferred income taxes | (10,602) | 21,985 | ||
Amortization of debt origination costs | 5,097 | 4,055 | ||
Stock-based compensation costs | 3,933 | 5,034 | ||
Loss on extinguishment of debt | 0 | 0 | 0 | 451 |
Equity in income of subsidiaries | 0 | 0 | ||
Changes in operating assets and liabilities, net of effects from acquisitions | ||||
Accounts receivable | 356 | (3,918) | ||
Inventories | (10,663) | (3,838) | ||
Prepaid expenses and other current assets | 10,112 | 3,436 | ||
Accounts payable | 820 | (4,519) | ||
Accrued liabilities | 6,605 | (1,443) | ||
Net cash provided by (used in) operating activities | 100,282 | 90,590 | ||
Investing Activities | ||||
Purchases of property and equipment | (1,404) | (1,683) | ||
Proceeds from sales of intangible assets | 52,353 | 0 | ||
Proceeds from the sale of property and equipment | 75 | 344 | ||
Net cash provided by (used in) investing activities | 51,024 | (1,339) | ||
Financing Activities | ||||
Term loan repayments | (130,500) | (50,000) | ||
Borrowings under revolving credit agreement | 20,000 | 15,000 | ||
Repayments under revolving credit agreement | (40,000) | (55,000) | ||
Payments of debt origination costs | (9) | (4,211) | ||
Proceeds from exercise of stock options | 3,423 | 6,398 | ||
Proceeds from restricted stock exercises | 0 | 544 | ||
Excess tax benefits from share-based awards | 800 | 1,850 | ||
Fair value of shares surrendered as payment of tax withholding | (1,395) | (2,187) | ||
Intercompany activity, net | 0 | 0 | ||
Net cash used in financing activities | (147,681) | (87,606) | ||
Effects of exchange rate changes on cash and cash equivalents | (397) | (811) | ||
Increase in cash and cash equivalents | 3,228 | 834 | ||
Cash and cash equivalents - beginning of period | 27,230 | 21,318 | ||
Cash and cash equivalents - end of period | 30,458 | 22,152 | 30,458 | 22,152 |
Prestige Brands Holdings, Inc. | ||||
Operating Activities | ||||
Net income (loss) | 32,195 | 31,803 | 26,664 | 57,976 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | 1,752 | 2,019 | ||
Loss (gain) on sales of intangible assets and property and equipment | 0 | |||
Deferred income taxes | 19 | 171 | ||
Amortization of debt origination costs | 0 | 0 | ||
Stock-based compensation costs | 3,933 | 4,993 | ||
Loss on extinguishment of debt | 0 | |||
Equity in income of subsidiaries | (26,290) | (56,747) | ||
Changes in operating assets and liabilities, net of effects from acquisitions | ||||
Accounts receivable | 0 | 0 | ||
Inventories | 0 | 0 | ||
Prepaid expenses and other current assets | 10,622 | 3,166 | ||
Accounts payable | (297) | 269 | ||
Accrued liabilities | (554) | (2,503) | ||
Net cash provided by (used in) operating activities | 15,849 | 9,344 | ||
Investing Activities | ||||
Purchases of property and equipment | (395) | (1,107) | ||
Proceeds from sales of intangible assets | 0 | |||
Proceeds from the sale of property and equipment | 0 | 0 | ||
Net cash provided by (used in) investing activities | (395) | (1,107) | ||
Financing Activities | ||||
Term loan repayments | 0 | 0 | ||
Borrowings under revolving credit agreement | 0 | 0 | ||
Repayments under revolving credit agreement | 0 | 0 | ||
Payments of debt origination costs | 0 | 0 | ||
Proceeds from exercise of stock options | 3,423 | 6,398 | ||
Proceeds from restricted stock exercises | 544 | |||
Excess tax benefits from share-based awards | 800 | 1,850 | ||
Fair value of shares surrendered as payment of tax withholding | (1,395) | (2,187) | ||
Intercompany activity, net | (14,554) | (15,675) | ||
Net cash used in financing activities | (11,726) | (9,070) | ||
Effects of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Increase in cash and cash equivalents | 3,728 | (833) | ||
Cash and cash equivalents - beginning of period | 4,440 | 11,387 | ||
Cash and cash equivalents - end of period | 8,168 | 10,554 | 8,168 | 10,554 |
Prestige Brands, Inc., the issuer | ||||
Operating Activities | ||||
Net income (loss) | 33,426 | 28,675 | 25,941 | 52,974 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | 302 | 293 | ||
Loss (gain) on sales of intangible assets and property and equipment | 0 | 0 | ||
Deferred income taxes | 603 | 254 | ||
Amortization of debt origination costs | 5,097 | 4,055 | ||
Stock-based compensation costs | 0 | 0 | ||
Loss on extinguishment of debt | 451 | |||
Equity in income of subsidiaries | (13,761) | (36,701) | ||
Changes in operating assets and liabilities, net of effects from acquisitions | ||||
Accounts receivable | 348 | 1,729 | ||
Inventories | (3,499) | (1,017) | ||
Prepaid expenses and other current assets | (289) | (402) | ||
Accounts payable | 1,779 | 624 | ||
Accrued liabilities | (273) | (1,094) | ||
Net cash provided by (used in) operating activities | 16,248 | 21,166 | ||
Investing Activities | ||||
Purchases of property and equipment | (138) | (93) | ||
Proceeds from sales of intangible assets | 0 | |||
Proceeds from the sale of property and equipment | 0 | 0 | ||
Net cash provided by (used in) investing activities | (138) | (93) | ||
Financing Activities | ||||
Term loan repayments | (130,500) | (50,000) | ||
Borrowings under revolving credit agreement | 20,000 | 15,000 | ||
Repayments under revolving credit agreement | (40,000) | (55,000) | ||
Payments of debt origination costs | (9) | (4,211) | ||
Proceeds from exercise of stock options | 0 | 0 | ||
Proceeds from restricted stock exercises | 0 | |||
Excess tax benefits from share-based awards | 0 | 0 | ||
Fair value of shares surrendered as payment of tax withholding | 0 | 0 | ||
Intercompany activity, net | 134,399 | 73,138 | ||
Net cash used in financing activities | (16,110) | (21,073) | ||
Effects of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Increase in cash and cash equivalents | 0 | 0 | ||
Cash and cash equivalents - beginning of period | 0 | 0 | ||
Cash and cash equivalents - end of period | 0 | 0 | 0 | 0 |
Combined Subsidiary Guarantors | ||||
Operating Activities | ||||
Net income (loss) | 25,494 | 22,786 | 14,195 | 40,713 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | 10,550 | 8,892 | ||
Loss (gain) on sales of intangible assets and property and equipment | 55,112 | 0 | ||
Deferred income taxes | (11,144) | 21,506 | ||
Amortization of debt origination costs | 0 | 0 | ||
Stock-based compensation costs | 0 | 0 | ||
Loss on extinguishment of debt | 0 | |||
Equity in income of subsidiaries | (6,677) | (4,835) | ||
Changes in operating assets and liabilities, net of effects from acquisitions | ||||
Accounts receivable | 7,090 | (3,550) | ||
Inventories | (6,596) | (2,177) | ||
Prepaid expenses and other current assets | (735) | 660 | ||
Accounts payable | (164) | (3,343) | ||
Accrued liabilities | 8,284 | 1,012 | ||
Net cash provided by (used in) operating activities | 69,915 | 58,878 | ||
Investing Activities | ||||
Purchases of property and equipment | (785) | (103) | ||
Proceeds from sales of intangible assets | 52,353 | |||
Proceeds from the sale of property and equipment | 75 | 0 | ||
Net cash provided by (used in) investing activities | 51,643 | (103) | ||
Financing Activities | ||||
Term loan repayments | 0 | 0 | ||
Borrowings under revolving credit agreement | 0 | 0 | ||
Repayments under revolving credit agreement | 0 | 0 | ||
Payments of debt origination costs | 0 | 0 | ||
Proceeds from exercise of stock options | 0 | 0 | ||
Proceeds from restricted stock exercises | 0 | |||
Excess tax benefits from share-based awards | 0 | 0 | ||
Fair value of shares surrendered as payment of tax withholding | 0 | 0 | ||
Intercompany activity, net | (124,165) | (58,775) | ||
Net cash used in financing activities | (124,165) | (58,775) | ||
Effects of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Increase in cash and cash equivalents | (2,607) | 0 | ||
Cash and cash equivalents - beginning of period | 2,899 | 0 | ||
Cash and cash equivalents - end of period | 292 | 0 | 292 | 0 |
Combined Non- Guarantor Subsidiaries | ||||
Operating Activities | ||||
Net income (loss) | 3,601 | 3,385 | 6,677 | 4,835 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | 244 | 203 | ||
Loss (gain) on sales of intangible assets and property and equipment | 0 | (36) | ||
Deferred income taxes | (80) | 54 | ||
Amortization of debt origination costs | 0 | 0 | ||
Stock-based compensation costs | 0 | 41 | ||
Loss on extinguishment of debt | 0 | |||
Equity in income of subsidiaries | 0 | 0 | ||
Changes in operating assets and liabilities, net of effects from acquisitions | ||||
Accounts receivable | (7,082) | (2,097) | ||
Inventories | (653) | (883) | ||
Prepaid expenses and other current assets | 514 | 12 | ||
Accounts payable | (498) | (2,069) | ||
Accrued liabilities | (852) | 1,142 | ||
Net cash provided by (used in) operating activities | (1,730) | 1,202 | ||
Investing Activities | ||||
Purchases of property and equipment | (86) | (380) | ||
Proceeds from sales of intangible assets | 0 | |||
Proceeds from the sale of property and equipment | 0 | 344 | ||
Net cash provided by (used in) investing activities | (86) | (36) | ||
Financing Activities | ||||
Term loan repayments | 0 | 0 | ||
Borrowings under revolving credit agreement | 0 | 0 | ||
Repayments under revolving credit agreement | 0 | 0 | ||
Payments of debt origination costs | 0 | 0 | ||
Proceeds from exercise of stock options | 0 | 0 | ||
Proceeds from restricted stock exercises | 0 | |||
Excess tax benefits from share-based awards | 0 | 0 | ||
Fair value of shares surrendered as payment of tax withholding | 0 | 0 | ||
Intercompany activity, net | 4,320 | 1,312 | ||
Net cash used in financing activities | 4,320 | 1,312 | ||
Effects of exchange rate changes on cash and cash equivalents | (397) | (811) | ||
Increase in cash and cash equivalents | 2,107 | 1,667 | ||
Cash and cash equivalents - beginning of period | 19,891 | 9,931 | ||
Cash and cash equivalents - end of period | 21,998 | 11,598 | 21,998 | 11,598 |
Eliminations | ||||
Operating Activities | ||||
Net income (loss) | (62,521) | (54,846) | (46,813) | (98,522) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Depreciation and amortization | 0 | 0 | ||
Loss (gain) on sales of intangible assets and property and equipment | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Amortization of debt origination costs | 0 | 0 | ||
Stock-based compensation costs | 0 | 0 | ||
Loss on extinguishment of debt | 0 | |||
Equity in income of subsidiaries | 46,728 | 98,283 | ||
Changes in operating assets and liabilities, net of effects from acquisitions | ||||
Accounts receivable | 0 | 0 | ||
Inventories | 85 | 239 | ||
Prepaid expenses and other current assets | 0 | 0 | ||
Accounts payable | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Net cash provided by (used in) operating activities | 0 | 0 | ||
Investing Activities | ||||
Purchases of property and equipment | 0 | 0 | ||
Proceeds from sales of intangible assets | 0 | |||
Proceeds from the sale of property and equipment | 0 | 0 | ||
Net cash provided by (used in) investing activities | 0 | 0 | ||
Financing Activities | ||||
Term loan repayments | 0 | 0 | ||
Borrowings under revolving credit agreement | 0 | 0 | ||
Repayments under revolving credit agreement | 0 | 0 | ||
Payments of debt origination costs | 0 | 0 | ||
Proceeds from exercise of stock options | 0 | 0 | ||
Proceeds from restricted stock exercises | 0 | |||
Excess tax benefits from share-based awards | 0 | 0 | ||
Fair value of shares surrendered as payment of tax withholding | 0 | 0 | ||
Intercompany activity, net | 0 | 0 | ||
Net cash used in financing activities | 0 | 0 | ||
Effects of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Increase in cash and cash equivalents | 0 | 0 | ||
Cash and cash equivalents - beginning of period | 0 | 0 | ||
Cash and cash equivalents - end of period | $ 0 | $ 0 | $ 0 | $ 0 |